Proposed Contract with Barry Farm Flats I LLC to Contract No. DCEB-2025-L-3001

MURIELBOWSERMAYOR
September24,2025
HonorablePhilMendelson
Chairman
Councilofthe DistrictofColumbia
JohnA.WilsonBuilding
1350PennsylvaniaAvenue,NW, Suite504
Washington,DC 20004
DearChairmanMendelson:
Pursuanttosection451oftheDistrictofColumbiaHome RuleAct(D.C.OfficialCode§ 1-
204.51),enclosedforconsiderationandapprovalbytheCounciloftheDistrictofColumbiais
proposedContractNo.DCEB-2025-L-3001withBary FarmFlatsILLC intheamountof
$12,500,000.
Undertheproposedcontract,theDistrictwillloanupto$12,500,000toBarryFarmFlatsILLC,whichwillusetheproceedsoftheloantofinanceaportionofthedevelopmentcostsrelatedtothenewconstructionof90affordablehousingunitslocatedat1001ObamaWaySEintheBarryFarmsectionofWard8.
ThisdevelopmentispartoftheNewCommunitiesInitiative,whichaimstorevitalizeseverelydistressedsubsidizedhousingandredevelopcommunitieswithconcentratedpoverty,highcrimerates,andeconomicsegregation.
Lamavailabletodiscussanyquestionsyoumayhaveregardingtheproposedcontract.Inordertofacilitatearesponsetoanyquestionsyoumayhave,pleasehaveyourstaffcontactRyanNicholas,LegislativeDirector,DeputyMayorofPlanningandEconomicDevelopment,at(202)812-9228,
Singerely,

irielBRwser
GOVERNMENT OF THE DISTRICT OF COLUMBIA
Office of Contracting and Procurement

COUNCIL CONTRACT SUMMARY

Pursuant to D.C. Official Code § 2–352.02, the following contract summary is provided:

A. The contract number, proposed contractor, contract amount, unit and method
of compensation, contract term, and type of contract

Proposed Contractor: Barry Farm Flats I LLC (the “Borrower”)

Contract No.: DCEB-2025-L-3001

Contract Amount: $12,500,000.00

Unit and Method of Compensation: Fixed Cost Contract

Contract Caption: Financing for Rental Flats Phase I of the
Barry Farm Redevelopment

Term of Contract: 40 years from the date of stabilization

Type of Contract: Development Loan Agreement

B. The goods or services to be provided, including a description of the economic
impact of the proposed contract, the social impact of the proposed contract,
the methods of delivering goods or services, and any significant program
changes reflected in the proposed contract:

The Development Loan Agreement ( the “Agreement”) will be used to finance a
portion of the development costs related to the new construction of Barry Farm
Rental Flats Phase 1 (the “Project”) affordable housing/mixed- use development
located at 1001 Obama Way SE, in the Barry Farm section of Ward 8.
The Project represents the phase 1 townhomes on the Barry Farm site. The Project
will contain 90 affordable rental housing apartments that will all be leased to
households earning at or below 30% to 80% of Median Family Income (“MFI”), as
follows: (i) 1 1 of the Affordable Units shall be reserved for households with an
Page 2 of 4

annual household income at or below 30% of MFI, (ii) 3 1 of the Affordable Units
shall be reserved for households with an a nnual household income at or below 50%
of MFI, (iii) 33 of the Affordable Units shall be reserved for households with an
annual household income at or below 60% of MFI, and (iv) 15 of the Affordable
Units shall be reserved for households with an annual household income at or below
80% of MFI. Of the total 90 units, 42 units will be set aside as replacement housing
for families who previously resided at Barry Farm in accordance with DCHA
Resolution 16- 06 adopted by the DCHA Board of Commissioners on March 9,
2016.
The Project will be designed to satisfy Passive House energy efficiency standards.
The Borrower will work with a case management provider , Far Southeast Family
Strengthening Collaborative, to assist returning Barry Farm residents to relocate to
the Project. This Development will attract private investment dollars to the
neighborhood, engage local, small, and disadvantaged business participation, and
incorporate First Source hiring requirements.
The Project is part of the District’s New Communities Initiative (“NCI”), a program
designed to revitalize four neighborhoods (the subject Barry Farm in Ward 8,
Lincoln Heights -Richardson Dwelling in Ward 7, Northwest One in Ward 6 and
Park Morton in Ward 1 ) plagued with concentrated poverty, high crime, and
economic segregation, into vibrant mixed-income communities.

C. The selection process, including the number of offerors, the evaluation criteria,
and the evaluation results including price and technical components:

The Barry Farm New Communities Initiative Request for Qualifications/Request
for Proposals (RFQ/RFP) was published in September 2012 by DCHA, DMPED,
and the Office of Planning. In the first part of the process, prospective master
planning and development teams were asked to submit details about their expertise,
qualifications, and capacity. A multi-agency assessment committee formed by the
Executive Director of DCHA examined the RFQ answers in compliance with the
evaluation criteria outlined in the RFQ/RFP. A shortlist of seven respondents were
eventually selected. In the second part of the process, an RFP was issued in March
2013 and the seven shortlisted candidates were a sked to submit proposals for the
renovation of Barry Farm.

DCHA received a planning grant awarded through the HUD Choice Neighborhoods
Initiative program for the development of a comprehensive revitalization plan and
subsequently held a series of community meetings. Those engagement efforts
contributed to the transformation plan for the site, which contemplated housing
opportunities for residents across mixed- income levels, education services and
social services to address the needs of residents.

DMPED closely analyzed the underwriting assumptions and market conditions for
this current project to arrive at the recommendation for a total loan amount of
$12,500,000.00. The loan will be used to finance a portion of the project costs. The
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Development will be funded through multiple funding sources, including DMPED’s
loan, 4% Low Income Housing Tax Credits, HUD Project Based Vouchers , and
private debt.

D. The background and qualifications of the proposed contractor including its
organization, financial stability, personnel, and prior performance on
contracts with the District of Columbia government:

The Borrower is a limited liability company formed in the District of Columbia and
is an affiliate of the Developer , the Preservation of Affordable Housing (“ POAH”).
The Borrower is currently the developer for Building 1A (The Edmunson) and 1B
(The Asbury) in the Barry Farm project . POAH is an experienced nonprofit
developer, owner , and operator of more than 12,000 affordable homes in eleven
states and the District of Columbia. POAH specializes in the preservation of
existing affordable housing that is at risk of being lost due to market pressures or
physical deterioration. POAH has expertise in new construction and neighborhood-
scale mixed -income development and mixed- use redevelopments. POAH’s
communities serve a broad range of households, including seniors.

E. Performance standards and the expected outcomes of the proposed contract:

The Developer will close on the remaining financing simultaneously with the
DMPED loan. Thereafter, the Borrower must adhere to the milestones reflected in
Exhibit K of the Agreement.

F. A certification that the proposed contract is within the appropriated budget
authority for the agency for the fiscal year and is consistent with the financial
plan and budget adopted in accordance with §§ 47-392.01 and 47-392.02:

The Agency Fiscal Officer provided a certification of funding, dated September 18,
2025.

G. A certification that the proposed contract is legally sufficient and has been
reviewed by the Office of the Attorney General, including whether the
proposed contractor has any currently pending claims against the District:

The proposed contract has been reviewed by the Office of the Attorney General and
found to be legally sufficient.

H. A certification that the proposed contractor is current with its District and
federal taxes or has worked out and is current with a payment schedule
approved by the District or federal government:

A tax verification letter is attached.

I. The status of the proposed contractor as a certified local, small, or
disadvantaged business enterprise:
Page 4 of 4

The contractor is not a certified local, small, or disadvantaged business enterprise.

J. Other aspects of the proposed contract that the Chief Procurement Officer
deems significant:

None.

K. A statement indicating whether the proposed contractor is currently debarred
from providing services to any governmental entity (federal, state, or
municipal) the dates of the debarment, and the reasons for the debarment:

The Borrower is not debarred from providing government services.

L. Where the contract, if executed, will be made available online:
The contract will be available from DMPED upon request.

1101 4th Street, SW
Washington, DC 20024
Date of Notice: September 19, 2025 L0014975322Notice Number:
FEIN: **-***8645
Case ID: 18728276

Government of the District of Columbia
Office of the Chief Financial Officer
Office of Tax and Revenue
BARRY FARM FLATS I LLC
2 OLIVER ST FL 500
BOSTON MA 02109-4937

Branch Chief, Collection and Enforcement Administration
Authorized By Melinda Jenkins
To validate this certificate, please visit MyTax.DC.gov. On the MyTax DC homepage, click the
“Validate a Certificate of Clean Hands” hyperlink under the Clean Hands section.
CERTIFICATE OF CLEAN HANDS
As reported in the Clean Hands system, the above referenced individual/entity has no outstanding
liability with the District of Columbia Office of Tax and Revenue or the Department of Employment
Services. As of the date above, the individual/entity has complied with DC Code § 47-2862, therefore
this Certificate of Clean Hands is issued.
TITLE 47. TAXATION, LICENSING, PERMITS, ASSESSMENTS, AND FEES
CHAPTER 28 GENERAL LICENSE
SUBCHAPTER II. CLEAN HANDS BEFORE RECEIVING A LICENSE OR PERMIT
D.C. CODE § 47-2862 (2006)
§ 47-2862 PROHIBITION AGAINST ISSUANCE OF LICENSE OR PERMIT
1101 4th Street SW, Suite W270, Washington, DC 20024/Phone: (202) 724-5045/MyTax.DC.gov

COPY
GOVERNMENT OF THE DISTRICTOF COLUMBIAOFFICEOF THE DEPUTY MAYOR FOR PLANNINGAND ECONOMIC DEVELOPMENT
ak=a
eI
FUNDING CERTIFICATION
TheOfficeoftheDeputyMayorforPlanningandEconomicDevelopment(DMPED)herebycertifiesthatthesumof$12.5MisavailableintheDistrict’sFY2025capitalbudgettofundthedevelopmentfinanceagreement(DFA)forBarryFarmRentalFlats.Thefundswillbeusedtofinanceaportionofthetotaldevelopment costs relatedto the new constructionof Barry Farm Rental Flats Phase 1 affordable
housing/mixed-usedevelopmentat1001ObamaWay SE intheBarryFarmSectionofWard8.
The locationof theabove-mentionedfundsislistedbelow inhighlight.
FY2025 CapitalBudget
Ifyouhavefurtherquestions,pleasecontactCurtisLewis,AgencyFiscalOfficerat202.724.7206orCurtis.lewis3@dc.gov.
a he Digitallysignedby Curtis.Lewis3
Curtis.Lewis32arnitniesateseso
CurtisJ.Lewis
AgencyFiscalOfficer

Date:September18,2025

1018HalfStreet,SE,Phonfashingion,DC20012,Suite675(202)724-7206

400 Sixth Street, NW, Suite 9100, Washington, DC 20001 Tel. (202) 724-5094

GOVERNMENT OF THE DISTRICT OF COLUMBIA
OFFICE OF THE ATTORNEY GENERAL

ATTORNEY GENERAL
BRIAN L. SCHWALB

Commercial Division

MEMORANDUM

TO: Jennifer Castor, Acting General Counsel
Adarsh Hathi, Assistant General Counsel
Office of the Deputy Mayor for Planning & Economic Development

THROUGH: David Fisher
Deputy Attorney General

FROM: Lawrence Wolk
Assistant Attorney General

DATE: September 18, 2025

SUBJECT: Property Located at 1001 Obama Way, SE (Lots 1006-1014 and 1031 and 1032 in
Square 5865) (Barry Farm); Development Loan Agreement by and between the District of
Columbia (District) and Barry Farm Flats 1, LLC (Borrower) Providing for a Loan by the District
to the Borrower in the Amount of up to $12,500,000 (DLA)
_____________________________________________________________________________________
This is to Certify that the Commercial Division of the Office of the
Attorney General has examined the following documents provided by the Office of the Deputy
Mayor for Planning and Economic Development (DMPED) (Transaction Documents):

1. Council version unsigned DLA;
2. Exhibits A, C, G, H, I, K, L, and P to the DLA, undated and unsigned; and
3. Exhibits B, M, N, and O, to the DLA, Council versions, undated and unsigned.

After a detailed examination of the Transaction Documents, we conclude that they do not
contravene or violate any known legal requirements, obligations or commitments of the District
government. Accordingly, in their present form as provided to us, we discern no reason to
determine that the Transaction Documents are not legally sufficient, and the Transaction
Documents are therefore approved for legal sufficiency. This Office has not reviewed any
transactional documentation other than the above Transaction Documents, and provides no legal
opinion about any transactional documentation other than the above Transaction Documents.

If you have any questions, please do not hesitate to call me at 202-705-1137.
(for Lawrence Wolk)

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DMPED Council Version

DEVELOPMENT LOAN AGREEMENT

THIS DEVELOPMENT LOAN AGREEMENT (this “ Agreement”) is made as of this
_____ day of _____________ 20__ (the “Effective Date”), by and between Barry Farm Flats I
LLC, a District of Columbia limited liability company ( “Borrower” or “Developer”), and the
District of Columbia, a munici pal corporation acting by and thr ough the Office of the Deputy
Mayor for Planning and Economic Development (“Lender” or “District”).

RECITALS

WHEREAS, District is tasked with managing and implementing the District’s New
Communities Initiative (“NCI”) which is a program designed to improve the quality of life for
families and individuals living in the following four neighbor hoods in Washington, DC: Barry
Farm, Park Morton, Lincoln Heights/Richardson Dwelling, and Northwest One;

WHEREAS, the goal and public purpose of NCI is to revitalize severely distressed
subsidized housing and redevelop neighborhoods into vibrant mixed-income communities and the
loan contemplated by this Agreement is intended to fulfill NCI’s goals and public purpose;

WHEREAS, the loan contemplated by this Ag reement will be used to fund the
development of Ninety ( 90) Affordable Units (hereafter de fined), and othe r improvements in
accordance with the Development Plan (hereafter defined) (the “Project”) on multiple parcels of
real property located in the District of Columbia, and more particularly described in Exhibit A
attached hereto and in the Deed of Trust (collectively the “Property”);

WHEREAS, the Council of the District of Colu mbia approved the Barry Farm Park
Chester Wade Road Redevelopment Plan on December 19, 2006 through D.C. Council resolution
R16-0922 to facilitate the Project;

WHEREAS, Borrower agrees to reserve a minimum of Forty-Two (42) of the Affordable
Units built Replacement Units (as defined below);

WHEREAS, the Replacement Units shall be subject to certain qualification criteria as set
forth in the Re-Entry Plan (as defined below) w ith preferences for Barry Farm residents but also
open to other District of Co lumbia Housing Authority (“ DCHA”) public housing residents and
households on the DCHA waitlist;

WHEREAS, Borrower and Lender agree and acknow ledge that the f unds loaned by
Lender to Borrower pursuant to this Agreement shall be only part of the financing needed for the
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development of the Project and agree and acknowledge that the total financing shall include equity
and loans from other sources, which may be senior to Lender;

WHEREAS, Borrower and Lender desire that Lende r make available to Borrower a loan
(the “Loan”) up to Twelve Million Five Hundred Thousand and 00/100 Dollars ($12,500,000.00)
(the “Loan Amount” or, if a portion thereof, then “Loan Funds”) as part of the financing for the
development of the Project;

WHEREAS, Borrower agrees and acknowledges that Lender shall have no obligation to
provide additional funding for the development of the Project beyond the Loan Amount; and

WHEREAS, Lender and Borrower desire to set forth the terms and conditions of the Loan
in this Agreement.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained
herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties agree as follows:

SECTION 1: DEFINITIONS

1.1 For the purposes of this Agreement, the follo wing terms shall have the meaning ascribed
to them below.

1.2 Whenever any words are used in this Agr eement in the masculine, feminine or neuter
gender, they shall be construed as though they were also used in another gender in all cases where
they would so apply, and whenever any words are used in this Agreement in the singular or plural
form, they shall be construed as though used in the other form in all cas es where they would so
apply.

1.3 The captions and headings contained in this Agreement are included herein for
convenience or reference onl y and shall not be considered a pa rt hereof and are not in any way
intended to limit the terms of this Agreement.

1.4 The recitals set forth above are incorporated he rein as an integral part of this Agreement.

1. Additional Funding Source(s) – means one or more sources of funding for the construction
of the Project, other than the Loan, including, but not necessarily limited to, the Construction
Loan, permanent debt, and LIHTC.

2. Additional Lender - means any lender that is an Addition al Funding Source for the
construction of the Project as may be agreed to by Lender.

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3. Affiliate - means with respect to any Person (“First Person”) (i) any other Person directly
or indirectly Controlling, Controlled by, or under common Control with such First Person,
(ii) any officer, director, partner, shareholder, manager, member or trustee of such First
Person, or (iii) any officer, director, general partner, manager, member or trustee of any
Person described in clauses (i) or (ii) of this sentence

4. Affordable Housing Covenant - is that ce rtain Affordable Housing Covenant between
District and Borrower in the form attached hereto as Exhibit B, to be recorded in the Land
Records against the Property at the Loan Closing.

5. Affordable Housing Plan - means that certain Affordable Housing Plan attached hereto as
Exhibit L which will be agreed upon between the parties at least sixty (60) days prior to the
Loan Closing.

6. Affordability Requirement: is the requirement that all of the residential units to be contained
in the Project are to be Affordable Units and allocated as follows: (i) 11 of the Affordable
Units shall be reserved for households with an annual house hold income at or below 30%
of MFI, (ii) 31 of the Afford able Units shall be reserved for households with an annual
household income at or below 50% of MFI, (iii) 33 of the Affordable Units shall be reserved
for households with an annual hous ehold income at or below 60% of MFI, and (iv) 15 of
the Affordable Units shall be reserved for households with an annual household income at
or below 80% of MFI.

7. Affordable Units - means each residential unit that will be used to satisfy the Affordability
Requirement, all of which shall be identified in the Affordable Unit Index attached as an
exhibit to the Affordable Housing Covenant.

8. Applicable Law - means all applicable District of Columbia and federal laws, codes,
regulations, and orders, including, without limitation, Environmental Laws, laws relating to
historic preservation and zoning, laws relating to accessibility for persons with disabilities,
and, if applicable, the Davis-Bacon Act.

9. Approved Plans and Specifications - means the construction plans, drawings, and
specifications for the Improvements that were approved by DCHA.

10. Architect - means the architect for the Project.
11. Available Cash Flow - means the annual sum of: (i) all cas h received by Borrower from
rents, lease payments, and all other sources (including any release of funds from reserves or
escrows) but excluding (a) tenant security or other deposits (except to the extent forfeited
to Borrower), (b) capital contributions and interest thereon (other than if used to pay for an
item deducted in determining available cash), (c) proceeds from capital transactions, and (d)
interest on reserves not available for distribution; and (ii) the net proceeds of any insurance,
other than fire and extended coverage and title insurance, to the extent not used for
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rebuilding of the Project, LESS the sum of: (a ) all Operating Expenses, (b) all payments,
including, but not limited to, fees, expenses, an d other costs, required by or on account of
the loan from any Senior Lender and as required under the Senior Loan Documents related
to the Senior Loan(s), (c) any cash reserves for, among other purposes, capital expenditures,
repairs, replacements, and anticipated expenditures, in such amounts as may be required by
the Senior Lender as set forth in the Seni or Loan Documents, by any Governmental
Authority, or as required for the operation a nd maintenance of the Property and approved
by Lender in its sole discretion, (d) unpaid de velopment fee, (e) as set management and
incentive management fees, and (f) amounts ow ed to the Investor Member for tax credit
adjusters and operating and development deficit advances.

12. Business Day - means Monday th rough Friday, inclusive, othe r than holidays recognized
by the District of Columbia government, or days on which the District of Columbia
government is officially closed.

13. CBE Agreement - means that certain Certif ied Business Enterprise Utilization and
Participation Agreement, by and between De veloper and DSLBD, dated [____] governing
certain obligations of Developer under the Small, Local and Disadvantaged Business
Enterprise Development and Assistance Act of 2005, as amended (D.C. Law 16-33; D.C.
Official Code §§2-218.01, et seq.) with respect to the Project, attached hereto as Exhibit C.

14. Certificate of Occupancy - means a certificate of occupancy obtained from the appropriate
Governmental Authority as a condition to the lawful occupancy for the Project.

15. Commence Construction - means the time at which Developer has (i) executed a
Construction Contract with its Contractor; (ii) given the Contractor a notice to proceed under
said Construction Contract; (iii) caused the Contractor to mobilize on the Property
equipment necessary for demoliti on, if any, and/or ex cavation; (iv) obta ined the required
Permits for demolition, excavat ion, and sheeting and shoring and the building permit for
construction of the Improvements; and (v) commenced demolition, if any, and/or excavation
upon the Property pursuant to the Approved Plan s and Specifications. For purposes of this
Agreement, the term “Commence Construction” does not mean site exploration, borings to
determine foundation conditions, asbestos reme diation or movement of non-structural
interior walls, or other pre- construction monitori ng or testing to conduct due diligence
activities or to establish background information related to the suitability of the Property for
the Project or the investigations of environmental conditions.

16. Construction Consultant – has the meaning set forth in Section 19.

17. Construction Contract - means a contract with the Contractor for th e construction of the
Improvements in accordance with the Approved Plans and Specifications, this Agreement,
the CBE Agreement, and the First Source Agreement.

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18. Construction Loan - means the funding exte nded by a third-party Institutional Lender
approved by the District, for the construction of the Project in accordance with the Project
Budget.

19. Construction Financing Clos ing - means the date on whic h Borrower has closed on the
Construction Loan to be utilized to finance the construction of the Project.

20. Contaminate Release - has the meaning set forth in Section 7.

21. Contractor - means the general contractor for the Project.

22. Control - means the possession, dire ctly or indirectly, of the pow er to direct, or cause the
direction of, the management and policies of a Person, whether through ownership of voting
securities, membership interests or partnership interests, by contract or otherwise, or the
power to elect at least fifty percent (50%) of, as applicable, the directors, managers,
managing partners, or Persons exercising similar authority with respect to the subject
Person. The terms “Control,” “C ontrolling,” “Controlled by” or “under common Control
with” shall have meanings correlative theret o. For the avoidance of doubt, the Investor
Members in Borrower do not “Control” Borrower.

23. Deed of Trust – means that certain D eed of Trust, attached hereto as Exhibit M given by
Borrower for the benefit of Lender to secure the repayment of the Loan in accordance with
the terms and conditions of the Loan Documents, to be recorded in the Land Records at the
Loan Closing.
24. Deferral Period - has the meaning set forth in Section 1.3.a.

25. Development Plan – means the development of the Property, consisting of a building with
approximately (i) Ninety (90) Affordable Townhome Units, including Forty-Two (42)
Replacement Units; and (ii) any ancillary improvement to the Property.

26. Draw Schedule – has the meaning set forth in Section 1.5.a.

27. DSLBD – means the District of Columbia Department of Small and Local Business
Development.

28. DOB – means the District of Columbia Department of Buildings.

29. DOES – means the District of Columbia Department of Employment Services.

30. Environmental Claims - has the meaning set forth in Section 7.

31. Environmental Laws – means any present and fu ture federal, state, or local law and any
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amendments (whether common law, statute, rule, order, regulation, or otherwise), permits,
and other requirements or guide lines of Governmental Authorities and relating to (a) the
protection of health, safety, a nd the indoor or outdoor enviro nment; (b) the conservation,
management, or use of natural resources and wi ldlife; (c) the protection or use of surface
water and groundwater; (d) the management, manufacture, possession, presence, use,
generation, transportation, trea tment, storage, disposal, release, threatened release,
abatement, removal, remediation, or handling of or exposure to Hazardous Materials; or (e)
pollution (including any release to air, la nd, surface water, and groundwater); including,
without limitation, the Compre hensive Environmental Response, Compensation and
Liability Act of 1980, as amended, 42 U.S.C. § 9601 et seq.; the Solid Waste Disposal Act,
as amended by the Resource Conservation and Recovery Act of 1976, and subsequently
amended, 42 U.S.C. § 6901 et seq.; the Hazardous Materials Transportation Act, 49 U.S.C.
§ 5101 et seq.; the Federal Water Pollution Cont rol Act, as amended by the Clean Water
Act of 1977, 33 U.S.C. § 1251 et seq.; the Oil Pollution Act of 1990, 33 U.S.C. § 32701 et
seq.; the Federal Insecticide, Fungicide, and Rodenticide Act, as amended, 7 U.S.C. § 136-
136y, the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq.; the Toxic Substances Control
Act of 1976, as amended, 15 U.S.C. § 2601 et seq.; the Safe Drinking Water Act of 1974,
as amended, 42 U.S.C. § 300f et seq.; the Emergency Planning and Community Right To
Know Act of 1986, 42 U.S.C. § 11001 et seq.; th e Occupational Safety and Health Act of
1970, 29 U.S.C. § 651 et seq.; the National Environmental Policy Act of 1969, 42 U.S.C. §
4321 et seq.; and any similar, implementing, or successor law, and any amendment, rule,
regulatory order, or directive issued thereunder.

32. Federal Investor Member – means NHT Equ ity, LLC, an Ohio limite d liability company,
and its successors and assigns, including NHT 38 Tax Credit Fund Limited Partnership, an
Ohio limited partnership, and its successors and assigns.

33. Event of Default - has the meaning set forth in Section 10.1.

34. Final Completion – means follo wing Substantial Completion: (a) the completion of all
punch list items; (b) the close-out of the Cons truction Contract for the Improvements; (c)
the payment of all costs of constructing the Improvements except for receipt by Developer
of fully executed and notarized valid releas es of liens from the Contractor and all
subcontractors involved in the Project; (d) co mpliance with the terms of the Affordable
Housing Covenant; (e) Devel oper has provided District w ith certifications from the
Contractor and the Construction Consultant certifying that the Im provements have been
constructed in accordance with the Approved Plans and Specifications and the Permits; and
(f) Developer has provided District with a set of as-built drawings for the Improvements.

35. Financing Statements - means the UCC financing statements, evidencing security interests
in collateral for the Loan, that shall be recorded in the Land Records and chattel records of
the District of Columbia, as applicable, to secure Lender’s lien on the fixtures and
equipment located at the Property, attached hereto as Exhibit Q.

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36. First Source Agreement - means that certain agreement between Developer and DOES dated
[_____________] governing certain obligations of Developer regarding job creation and
employment generated as a result of the Project, attached hereto as Exhibit D.

37. Force Majeure - means an act or event, incl uding, as applicable, an act of God; fire;
earthquake; flood; explosion; war; invasion; insurrection; riot; mob violence; sabotage;
terrorism; inability to procure or a general shortage of labor, equipment, facilities, materials,
or supplies in the open market; failure or unavailability of transportation; strike, lockout, or
other actions of labor unions; a taking by eminent domain or requisition; and laws or orders
of government or of civil, military, or naval authorities enacted or adopted after the Effective
Date; so long as such act or event: (i) is not within the reasonable control of Developer,
Developer’s agents, or its Members, or by District in the event District’s claim of delay is
based on a Force Majeure event; (i i) is not due to the fault or negligence of Developer,
Developer’s agents, or its Members, or by District in the event District’s claim of delay is
based on a Force Majeure event; (iii) is not reasonably avoidable by Developer, Developer’s
agents, or its Members or by District in th e event District’s claim is based on a Force
Majeure event; and (iv) directly results in a delay in performance by Developer or District,
as applicable; but specifically excluding: (A ) shortage or unavail ability of funds or
Developer’s financial condition or (B) changes in market conditions such that the Project is
no longer practicable under the circumstances.

38. Guarantor Submissions - means the audited financial statements (or unaudited and reviewed
by an independent third-party certified public acc ountant if the proposed guarantor is a
Person that does not do audits in the ordinary course of its business) and audited balance
sheets (or unaudited and reviewed by an independent third-party certified public accountant
if the proposed guarantor is a Person that does not do audits in the ordinary course of its
business) for the preceding thr ee (3) consecutive fiscal year s of the proposed guarantor,
including such proposed guarantors’ profit a nd loss statements, cash flow statements and
other financial reports and other financial information for such fiscal years as District may
reasonably request, together with a summary of such proposed guarantor’s other guaranty
obligations and the other contingent obligations of such proposed guarantor (such financial
statements, balance sheets, and other financial statements a nd information also must be
certified by such proposed guarantor or an officer of such proposed guarantor as being true,
correct and complete). Additionally, for any proposed guarantor that is not a natural person,
the following documents evidencing the due or ganization and authority of such guarantor
to enter into, join and consummate the actions required under th e Guaranty: (i) the
organizational documents and a current certif icate of good standing i ssued by its state of
formation and the District of Columbia for the proposed guarantor; (ii) authorizing
resolutions, in form and conten t satisfactory to District, demonstrating the authority of the
proposed guarantor and of the Person executi ng the Guaranty on behalf of such proposed
guarantor; and (iii) a customary opinion of counsel that such proposed guarantor is validly
organized, existing and in good standing in its st ate of formation, and is authorized to do
business in the District of Columbia, that such proposed guarantor has the full authority and
legal right to carry out the terms of the Guaranty, that such proposed guarantor has taken all
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actions to authorize the execution, delivery, and performance of the Guaranty, that none of
the aforesaid actions, undertak ings, or agreements violate any restri ction, term, condition,
or provision of the organizational documents of such proposed guarantor, or, to counsel’s
actual knowledge, any contract or agreement to which such proposed guarantor is a party or
by which it is bound.

39. Guaranty – means the payment, performan ce, and completion guaranty executed and
delivered by Preservation of Affordable Housing LLC, a Massachusetts limited liability
company, for the benefit of Lender in connection with the Loan Closing, attached hereto as
Exhibit O.

40. Governmental Authority - means the United States of America, the District of Columbia,
and any agency, department, commission, bo ard, bureau, instrumentality or political
subdivision of the foregoing, now existing or hereafter cr eated, having jurisdiction over
Developer or the Project or portion thereof, or any street, road, avenue or sidewalk
comprising a part of, or in front of, the Prope rty, or any vault in, or under the Property, or
airspace within or over the Property.

41. Hazardous Materials - means (a) asbestos and any asbestos containing material; (b) any
substance that is then defined or listed in, or otherwise classified pursuant to, Environmental
Law or any other Applicable Law as a “h azardous substance,” “hazardous material,”
“hazardous waste,” “infectious waste,” “toxic substance,” or “toxic pollutant” or any other
formulation intended to define , list or classify substanc es by reason of deleterious
properties, such as ignita bility, corrosivity, reactivity, carcinoge nicity, toxicity,
reproductive toxicity, or Toxicity Characterist ic Leaching Procedure (TCLP) toxicity; (c)
any petroleum and drilling flui ds, produced waters and other wastes associated with the
exploration, development or production of crude oil, natu ral gas or geothermal resources;
and (d) any petroleum product, polychlorinat ed biphenyls, urea formaldehyde, radon gas,
radioactive material (including any source, special nuclear or by-product material), medical
waste, chlorofluorocarbon, lead or lead-based product, and any other substance the presence
of which could be detrimental to the Property or hazardous to health or the environment.

42. HUD – means the U.S. Department of Housing and Urban Development.

43. Improvements - means landscaping, hardscap e, and improvements to be constructed or
placed on the Property in accordance with th e Development Plan and Approved Plans and
Specifications; provided, however, that in no event shall trade fixtures, furniture, operating
equipment (in contrast to build ing equipment), stock in trade, inventory, or other personal
property used in connection with the conduct of any business within the Improvements be
deemed included in the term “Improvements” as used in this Agreement.

44. Indemnified Party - has the meaning set forth in Section 7.

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45. Institutional Lender - means a Person that is not an Affiliate of De veloper or a Prohibited
Person and is, at the time it first makes a loan to Developer, or acquires an interest in any
such loan, (i) a commercial bank, investment bank, investment company, savings and loan
association, trust company or national banking association, acting for its own accord; (ii) a
finance company principally e ngaged in the origination of commercial mortgage loans or
any financing related subsidia ry of a Fortune 500 company; (iii) an insurance company
acting for its own account or for special accounts maintained by it or as agent or manager
or advisor for other en tities covered by any of clauses (i) – (x) hereof; (iv) a public
employees’ pension or retirement system; (v) a pension, retiremen t, or profit sharing, or
commingled trust or fund for which any bank, trust company, national banking association
or investment adviser registered under the Investment Advisors Act of 1940, as amended is
acting as trustee or agent; (vi) a real estate investment trust (or umbrella partnership or other
entity of which a real estate investment trust is the majority owner), a real estate mortgage
investment conduit, hedge fund, private equity fund or secu ritization trust or similar
investment entity; (vii ) any federal, state, or District of Columbia government agency
regularly making, purchasing or guaranteeing mortgage loans, or any governmental agency
supervising the investment of public funds; (v iii) a profit-sharing or commingled trust or
fund, the majority of equity investors in which are pension funds having in the aggregate no
less than $1 billion in assets; (ix) any entity of any kind actively engaged in commercial real
estate financing and having total assets in the aggregate of no less than $1 billion; or (x)
such other lender, subject to approval by the District, in its sole and absolute discretion,
provided that such other lender is at the time of making the lo an of a type which is then
customarily used as a lender on projects like the Project.

46. Intercreditor Agreement - means an intercreditor agreement to be executed among the
Lender and the Additional Lenders as described in Section 1.5.f., attached hereto as Exhibit
P.

47. Investor Member – means, collectively, the Federal Investor Member and the State Investor
Member. If there is more than one investor member of Developer, the term “Investor
Member” shall refer collectively to all such investor members.

48. Land Records - means the property records main tained by the Recorder of Deeds for the
District of Columbia.

49. LIHTC - means low-income housing tax credits under Section 42 of the Internal Revenue
Code of 1986, as amended.

50. Loan Closing – means the date on which Bo rrower has satisfied all of the conditions
precedent to the Loan Closing as set forth in Section 2 of this Agreement, and all of the
Loan Documents are executed and delivered.

51. Loan Documents - means this Agreement, the Note, the Affordable Housing Covenant, the
Guaranty, the Deed of Trust, the Financing Statements, the Intercre ditor Agreement, the
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CBE Agreement, and the First Source Agre ement. All Loan Documents shall be
incorporated herein by reference. In the event of a conflict in terms between this Agreement
and any other Loan Document, this Agreement shall control.

52. Managing Member – means Ba rry Farm Flats I Manager LLC , a District of Columbia
limited liability company.

53. Median Family Income or MFI - means the medi an family income for a household of four
persons in the “Washington Metropolitan St atistical Area” as periodically published by
HUD, and adjusted for household size without regard to any adjustments made by HUD for
the purposes of the programs it administers. MFI is also known as Area Median Income or
AMI.

54. Member - means any Person with an equity or partnership interest in Borrower.

55. Note - means that certain Secured Deed of Trust Note, attached hereto as Exhibit N ,
executed by Borrower and delivered to Lender in connection with the Loan Closing, which
shall evidence Borrower's promise to Lende r to repay the Loan under the terms and
conditions of the Loan Documents.

56. Operating Expenses - means all reasonable and necessary expenses of operating the Project
in the ordinary course of business which are paid in cash or other immediately available
funds by Borrower and which are directly associated with and fairly allocable to the Project,
including ad valorem real estate taxes and assessments, insurance premiums, maintenance
costs, management fees and costs, wages, salaries, personnel expenses, accounting, legal
and other professional fees. Operating Expenses shall exclude debt service, capital
expenditures, tenant improvement costs, leasing commissions, any payment or expense for
which Borrower was or is to be reimbursed from proceeds of the Loan or insurance or by
any third party, and any non-cash charges such as depreciation and amortization.

57. Payment and Performance Bond – means those certain payment and performance bond(s),
that, prior to the Loan Closing, Developer shall obtain, or require its Contractor to obtain,
and deliver to the District with respect to the work to be performed under the Construction
Contract. The Payment and Performance Bond(s) shall (a) be issued by one or more surety
companies that are admitted as bonding carriers listed on the then-most current version of
U.S. Treasury Circular 570 or any replacement or substitute U.S. government listing, have
an A.M. Best’s rating of at least A-:VIII or better and are duly licensed and authorized to
conduct and transact surety business in the District of Columbia by the Commissioner of
the D.C. Department of Insurance, Securities and Banking, (b) be on a form consistent
with AIA Document 312 or another form that provides substantially equivalent protection
to the owner, with such cha nges as the District may reas onably request, (c) name the
District as a beneficiary, and (d) be in the amount equal to th e total price of the
Construction Contract.

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58. Permits - means all site, building, construction, environmental, excavation, remediation, and
other permits, approvals, licenses, and rights required to be obtained from the District of
Columbia government or other authority including but not limited to DCHA, having
jurisdiction over the Property necessary to Commence Construction and achieve Final
Completion of the Improvements in accordance with the Approved Plans and Specifications
and this Agreement.

59. Person - means any individual, corporation, li mited liability company, trust, partnership,
association, or other entity.

60. Project - has the meaning set forth in the Recitals.

61. Project Budget – means the budget attached hereto as Exhibit G, which is approved by
Lender as the budget for the Project and includes (i) a description of the sources and uses of
funds for the Project and (ii) Borrower’s budget for construction of the Project that includes
a cost itemization prepared by Borrower specifying all costs (direct and indirect) by item,
including (A) the costs of all labor, materials and services necessary for the construction of
the Project and (B) all other expenses anti cipated by Borrower incident to the Project
(including, without limitation, an ticipated interest on all financing, taxes and insurance
costs) and the construction thereof. Any cha nges to the Project Budget prior to provision
and disbursement of the full Loan Amount shall be approved by the District in its sole and
absolute discretion and may cause an adjustment to the Loan Amount.

62. Property - has the meaning set forth in the Recitals.

63. Prohibited Person - means any of the followi ng Persons: (A) any Person (or any Person
whose operations are directed or controlled by such Person) who has been convicted of, has
pleaded guilty in a criminal proceeding for, or is an on-going target of a grand jury
investigation concerning, a felony for one or more of the following: (i) fraud, (ii) intentional
misappropriation of funds, (iii ) bribery, (iv) making false st atements to a governmental
agency, (v) improperly influencing a governme ntal official, (vi) extortion, or (vii)
conspiracy to commit any of the foregoing (i) through (vii); or (B) any Person organized in
or controlled from a country, the effects of the activities with respect to which are regulated
or controlled pursuant to the following United States laws and the regulations or executive
orders promulgated thereunder: (x) the Trad ing with the Enemy Act of 1917, 50 U.S.C. §
4301 et seq., as amended; (y) the Internat ional Emergency Economic Powers Act of 1977,
50 U.S.C. § 1701 et seq., as amended; and (z) the Antiterrorism and Arms Export
Amendments Act of 1989, codified at Section 6(j) of the Export Administration Act of 1979,
50 U.S.C. § 4605, as amended; or (C) any Pe rson who has engaged in any dealings or
transactions (i) in contravention of the applicable money laundering laws or regulations or
conventions or (ii) in contravention of Executive Order No. 13224 dated September 24,
2001 issued by the President of the United States (Executive Order Blocking Property and
Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support
Terrorism), as may be amended or suppl emented from time-to-time or any published
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terrorist or watch list that may exist from time to time; or (D) any Person who appears on
or conducts any business or engages in any transaction with any person appearing on the
list maintained by the U.S. Treasury Department’s Office of Foreign Assets Control located
at 31 C.F.R., Chapter V, Appendix A or is a person described in Section 1 of the Anti-
Terrorism Order described above; or (E) any Person who could be debarred if the standards
applied in Title 27, Section 2213 of the D.C. M unicipal Regulations were applied to such
Person’s failure to satisfy a contractual obligation to the District of Columbia; or (F) any
Person who is on the District of Columbia’s list of debarred, suspended or ineligible
Persons; or (G) any Affiliate of any of the Persons described in any one or more of clauses
(A) through (F) above.

64. Re-Entry Plan – means a selection, mark eting and occupancy plan developed by
representatives of Borrower, Lender, and current and/or former residents of Barry Farm for
those households who want the opportunity to occupy a Repl acement Unit. The Re-Entry
Plan attached hereto as Exhibit I and incorporated herein, includes the criteria and
methodology to be used to select those residents who will be allowed to rent and occupy the
Replacement Units.

65. Replacement Units - means Forty-Two (42) Affordable Units constructed in the Project and
reserved for rent pursuant to the Re-Entry Plan approved by Lender. The unit mix, type and
bedroom count, average square fe et and utility structure (owner paid or tenant allowance)
of each Replacement Unit is set forth on Exhibit H attached hereto and shall not be altered
without the written approval of Lender which may be granted or withheld in Lender’s sole
discretion. The MFI and rent levels for Replace ment Units shall be in accordance with the
Affordable Housing Covenant.

66. Requisition Form – has the meaning set forth in Section 1.5.a.

67. Schedule of Performance - means that certain schedule of performance setting forth the
timeline for development, construction, and completion of the Improvements, attached as
Exhibit J hereto.

68. Senior Lender - means any lender that has a loan on the Property that is senior to the Loan.

69. Senior Loan – means debt or equity financing that is an Additional Funding Source to which
the Loan is subordinate in accordance with the terms ag reed to by Lender under the
Intercreditor Agreement.

70. Senior Loan Documents - mean s the documents or agreements pertaining to the Senior
Loan(s).

71. Stabilization Date - means the date of conve rsion of the Constructi on Loan to permanent
financing or satisfaction of the Construction Loan by Borrower using LIHTC equity and/or
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debt from a third-party Institutional Lender approved by the District , and/or any other
financing source determined by Borrower and approved by the District.

72. State Investor Member – means NHT Equity, LLC, an Ohio limited liability company, and
its successors and assigns, including NHT 38 Tax Credit Fund Limited Partnership, an Ohio
limited partnership, and its successors and assigns.

73. Substantial Completion – means the following events have occurred: (a) Developer has
substantially completed construction of the Improvements in accordance with the Approved
Plans and Specifications, subject to the comple tion of any punch list items; (b) Developer
has obtained a Certificate of Occupancy and other necessary approvals for the use and
occupancy of the Improvements; (c) the Archit ect shall have executed the Certificate of
Architect; (d) the Contractor is entitled to final payment under the Construction Contract,
exclusive only of any retainage held on acc ount of punch list items and any amounts in
dispute between Developer and the Contractor; and (e) all streetscapes, sidewalks, lighting,
public spaces, and similar improvements relating to the Improvements have been completed
pursuant to the Approved Plans and Specifications.

SECTION 1: LOAN PROVISIONS

1. TERM OF LOAN:

a. The term of the Loan shall be forty (40) years from the Stabil ization Date, (the
“Loan Term”).
b. In the Event of Default, interest on the Loan shall begin to accrue, as of the date of
default and continuing until the earlier of su ch time as the Loan Funds are repaid
in full or the default is cured, at the default rate of the lesser of ten percent (10%),
compounded annually, or the highest rate permitted by law (“Default Rate”).

2. INTEREST: Interest on Loan Funds shall be charged at a rate of three percent (3%) simple
interest per annum on outstanding principal after the expiration of the Deferral Period
(hereinafter defined) through the Loan Term.

3. REPAYMENT AND COLLATERALIZATION:

a. The payment of principal and accrual of interest shall be deferred from the date of
the Loan Closing through the Stabilization Date (“Deferral Period”).

b. Following expiration of the Deferral Pe riod, no later than one hundred twenty
(120) days after the close of Borrower’s fiscal year, Borrower shall repay to Lender
the outstanding principal amount of the Lo an and accrued and unpaid interest on
the Loan in an amount equal to seventy-five percent (75%) of Available Cash Flow
attributable to such prior fiscal year. Available Cash Flow shall be determined
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separately for each fiscal year or portion thereof and computed for each prior fiscal
year as of a date that is not more than one hundred twenty (120) days after the close
of Borrower's prior fiscal year.

c. All penalties and fees, if any, accrued and unpaid interest and outstanding principal
shall become due and payable in full upon th e first to occur of the following: (a)
maturity of the Loan by an Event of Defaul t; (b) the expiration of the Loan Term;
(c) the sale or refinancing of the Pr operty, except a sale or refinancing
consummated in connection with the exiting of Borrower’s Investor Member after
the ending of the LIHTC compliance period or a refinancing of an Additional
Funding Source that does not result in a cas h distribution to Bo rrower; or (d) the
transfer of the Property by Borrower in violation of Section 6.6. The Loan may be
prepaid in whole or in part by Borrower at any time without penalty. Any payments
received shall be applied first to penaltie s and fees, if any, then to accrued and
unpaid interest, and lastly to outstanding principal.

d. Following Final Completion, and except as set forth in this Section 1.3.d, Lender
shall not be entitled to enforce any de ficiency or other monetary judgements
personally against Borrower or its member s or sponsors or their employees or
agents with respect to the payment obligations unde r the Loan Documents.
Borrower shall be liable for (a) all loss, damage, reasonable cost and expense
(including reasonable attorney’s fees) suffered by Lender as a result of Borrower’s
fraud, deceit, or misrepresentation, or gross negligence, fa ilure to maintain
insurance upon the Property, or the intentional or negligent waste of the Property;
(b) all income, revenues, re nts, royalties, issues, a nd profits in possession of
Borrower from the Property that, after the occurrence of an Event of Default, are
not applied to the payment of sums du e under the Note, the Loan, loans made by
Additional Lenders, and the payment of the normal Operating Expenses of the
Property, and (c) all insurance proceeds and condemnation awards in possession of
Borrower with respect to the Property wh ich proceeds or awards, as the case may
be, are intentionally misapplied in contra vention of the provisions of the Loan
Documents.

4. USE OF LOAN FUNDS: Borrower shall use the Loan Funds to fund, on a periodic draw
basis, Project costs incurred by Borrower, in accordance with the Project Budget. Borrower
shall be solely responsible for funding any and all cost overruns associated with the
construction of the Project, if costs are greater than those set forth in the Project Budget.

5. DISBURSEMENT OF LOAN FUNDS: Loan Funds shall be disbursed in the following
manner:

a. Payment of Eligible Construction Costs. Upon the Loan Closing, the Loan Funds
shall be disbursed to Borrower in accord ance with the constr uction disbursement
(draw) schedule approved by Lender (the “Draw Schedule”) as may be adjusted
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from time-to-time as construction progresse s with Lender approva l, if applicable,
and attached hereto as Exhibit K and the requisition request form attached hereto
as Exhibit K-1 (the “Requisition Form”). Upon achievement of each construction
milestone in the Draw Schedule, Borrowe r shall notify Lender, and Lender shall
have the right, but not the obligation, to insp ect the Property within ten (10)
Business Days to confirm Borrower’s completion of such milestone. Lender shall
disburse Loan Funds to Borrower within thirty (30) days after Borrower has
submitted to Lender a Requisition Form and a progress report, which progress
report shall include a description and photographs of the work currently completed,
work completed over the preceding draw, work planned for the following draw,
significant Project issues (past, current and planned, and the proposed resolution of
each issue) and how the requested disbursement is proposed to be included in the
overall Project Budget, including the line item of the Project Budget. The progress
report shall also include the Construction Consultant’s report of matters pursuant
to Section 6.19 and a statement by Borrowe r affirming the matt ers contained in
such report as true and correct. Lender reserves the right, prior to making any
disbursements of Loan Funds, to:

i. Inspect the work performed for which a disbursement is sought or otherwise
inspect the condition of the Property and the Project;

i. Require a certificate of satisfaction and release of lien from the Contractor
and major subcontractors (for these purposes, “major subcontractor” means
a subcontractor with a contract in excess of $500,000), acknowledging
receipt of payment for prior construc tion work performed and paid out of
prior Loan disbursements;

ii. Require Borrower to pay off, otherwise cure or bond off any existing liens
on the Property related to the Projec t and that have not been approved by
Lender;

iii. Limit construction disbursements to no more than once per month;

iv. Require an update on Borrower’s co mpliance with the First Source
Agreement and CBE Agreement; and

v. Require Borrower not be in default of this Agreement and the Loan
Documents.

b. No Escrow. Any and all Loan Funds disbursed to Borrower in accordance with this
Agreement must be expended within (10) Business Days of receipt. If the Loan
Funds are not expended within (10) Business Days of receipt, such Loan Funds
must be returned to Lender immediately and in no event later than the next Business
Day. Any interest earned on these Loan Funds during the (10) Business Day period
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is program income to be returned to Lender. In no event shall Borrower escrow the
Loan Funds, except in connection with a ny cash collateralizing of any tax-exempt
bonds used to facilitate the Senior Loan(s). In no event shall Lender disburse Loan
Funds to Borrower in advance of a demons trated expectation that the Loan Funds
will be expended within (10) Business Days for eligible incurred expenses,
provided, however, the foregoing provision does not prohibit the making of
progress payments for completion of construction milestones.

c. Contract Agreements with Contractor and Architect. Prior to the disbursement
of Loan Funds, Borrower shall submit to Lender:

i. a fully executed Construction Contr act, approved by the District, showing
a fixed or a guaranteed maximum price construction price to complete the
Project, in accordance with the Approved Plans and Specifications, for a
price that does not exceed the amount included in the Project Budget. The
Construction Contract shall also guarantee a date, acceptable to Lender, for
the completion of the Project.

ii. a fully executed architect’s contract approved by the District on AIA form
B101 – 2017 Standard Form of Agreement between Owner and Architect.

d. Adjustment to the Loan Amount . Changes to: (1) the Project Budget; (2) the
approved number of Replacement Units; (3) the number of Affordable Units
included in the Project; and (4) the Schedule of Performance may result in a change
in the Loan Amount at the discretion of Lender. Notwithstanding anything in this
Agreement to the contrary, in no event shall the Loan Amount exceed
$12,500,000.00.

e. Cancellation or Delay in Disbursement of Loan . In the event Borrower fails to
adhere to the Schedule of Performance, th en Lender shall have the option to: (1)
delay disbursement of additional Loan Funds until such time as Borrower has met
milestones required by same; (2) provide notice to Borrower, with a thirty (30) day
period to cure, of Lender’s in tention to terminate this Agreement, and cancel its
commitment to disburse any additional Loan Funds; and (3) provide notice to
Borrower that the Note is immediately due and payable. It is expressly recognized
and agreed that any performance required hereunder, shall be extended on a day-
for-day basis for each day of delay cau sed by a Force Majeure event; provided
however that: (a) the party seeking an extension based on a Force Majeure event
shall have first notified the other party in writing of the cause or causes thereof,
with supporting documentation, within ten (10) Business Days after it becomes
aware of the beginning of any such Force Majeure event, and requested an
extension for the period of the forced delay; and (b) the party seeking the delay
must take commercially reasonable actions to minimize the delay.

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f. Intercreditor Agreement . The obligation of Lender to authorize the initial
disbursement of Loan Funds in accordan ce with the Draw Schedule is expressly
conditioned upon the execution by all Addi tional Lenders of an Intercreditor
Agreement in form and substance satisfactor y to Lender, and the delivery of such
Intercreditor Agreement to Lender. The In tercreditor Agreement shall contain the
following provisions, among other provisions: all liens relating to financing by
Additional Lenders shall be subordinate to the Affordable Housing Covenant; the
original principal amount of the Seni or Loans shall not exceed the amounts
attributed thereto in the Project Budget; default notice and cure rights shall be
granted to Lender and Senior Lender; provisions concerning distribution of casualty
and condemnation proceeds; requiremen ts of HUD under any regulatory and
operating agreement in effect; and the Se nior Loan Documents as to insurance
obligations that will control as long as they are no less rigorous than the equivalent
provisions in the Loan Documents; and ot her provisions satisfactory to Lender all
in Lender's sole discretion.

SECTION 2: CONDITIONS PRECEDENT TO LOAN CLOSING AND DISBURSEMENT

Borrower acknowledges that each of the following shall be a condition to the Loan Closing:

1. Borrower shall have performed all of it s obligations under this Agreement and
observed and complied with all covenants and conditions require d at, or prior to,
the Construction Loan closing unde r the Senior Loan Documents.

2. The representations and warranties made by Borrower in Section 3 of this Agreement
shall be true and correct in all respects on, and as if made on, the Closing Date
and shall be updated as appropriate at each additional disbursement of Loan
Funds.

3. The Loan Funds shall be lawfully available for provision and disbursal by District and
District shall have received any necessary approvals by the District of Columbia’s
Chief Financial Officer and the Council of the District of Columbia.

4. Borrower shall have secured additional financing from Addi tional Funding
Sources, which together with the Loan Amount shall be sufficient for Borrower
to achieve Substantial Completion by the date set forth in the Schedule of
Performance. Borrower shall have deliver ed to District written evidence,
satisfactory to the District in its sole and absolute discreti on, of commitments
for all f unding sources show n on the Project Budget.

5. Prior to disbursement of the Loan, Borrowe r shall have delivered to District the
Payment and Performance Bond(s) for the development of the Project.

6. Borrower shall have delivered certifi cates of good standing for Borrower,
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Managing Member, the manage r of Managing Member (if applicable) and the
guarantors (if entities) to District, dated no la ter than thirty (30) days prior to the
Loan Closing hereunder; and Borrower has deliv ered to District opinions of counsel
acceptable to District regarding due fo rmation and good standing of Borrower and
other entities comprising Borrower, aut horization of execution of Loan Documents
by duly authorized officers of Borrower pa rties, no conflicts opinions, opinions with
regards to enforceability of Loan Docu ments and such othe r opinions reasonably
required by District, includi ng, without limitation, such legal opinions responsive to
the representations and warranties of Borrower set forth in Section 3.

7. Borrower shall have delivered to District evidence that all applicable governmental
approvals and Permits required for the commencement of the development and
construction of the Affordable Units for the Project have been issued, including,
without limitation, the building permit.

8. District shall have approved any changes to the Schedule of Performance.

9. Borrower shall, before the disbursement of any Loan Funds, provide satisfactory
evidence to District that all due and applicable federa l and local ta xes affecting
Borrower, its partners, successors or a ssigns are current as of disbursement.

10. Borrower shall have executed and delivered to District each of the Loan Documents
and shall be in compliance with all terms and conditions of the same.

11. Borrower shall have good and marketable leasehold title to each parcel, or portions
thereof that is a part of the Property.

12. Borrower shall not have any uncured default under the te rms of the First Source
Agreement with DOES and certify in writing to District the truth of same.

13. Borrower shall not have any uncured default under the terms of the CBE
Agreement and certify in writing to District the truth of same.

14. Borrower shall have furnished to District certificates of insurance or duplicate originals
of insurance policies require d by District hereunder.

15. Borrower shall have provided to District , and District shall have approved, the
Affordable Housing Plan.

16. The title insurance company shall have commi tted to issuing to District a loan title
insurance policy in the Loan Amount which policy shall be in form and substance
satisfactory to District.

17. Borrower shall have executed any other doc uments necessary for the provision of
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the Loan, in accordance with the terms of this Agreement.

As a condition to each subsequent disbursement of Loan Funds by the District, which shall be in
conformance with the Draw Schedule, Borrower shall have delivered to the District, or caused to
be delivered to the District, the following in form and substance acceptable to the District:

1. A title bring-down from the title insurance company confirming that there are no
additional liens on the Property.

2. A certificate of Borrower stating that there are no events of default under the Loan
Documents.

3. All Permits to evidence approval of the Project to be constructed as required herein
have been issued.

4. Proof that Borrower continues to main tain the insurance required by this
Agreement.

5. A draw request.

6. Evidence that the Schedule of Performance has been complied with.

7. Any and all other requirements set forth in the Loan Documents.

As a condition to the final disbursement of Lo an Funds by the District, which shall be in
conformance with the Draw Schedule, Borrower shall have delivered to the District the
following in form and substance acceptable to the District:

1. A title bring-down from the title insurance company confirming that there are no
additional liens on the Property.
2. A certificate of Borrower stating that there are no events of default under the Loan
Documents,
3. All Permits to evidence approval of the Project to be constructed as required
herein have been issued,
4. Proof that Borrower conti nues to maintain the insurance required by this
Agreement.
5. A draw request.
6. Copies of all Contractor and subcontra ctor warranties and guaranties issued
with respect to the work performed to date, if any.
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7. Evidence that the Schedule of Performance has been complied with.
8. Any and all other requirements specified in the Loan Documents.

SECTION 3: REPRESENTATIONS AND WARRANTIES OF BORROWER

Borrower represents and warrants to Lender the following, which shall be tr ue and correct as of
the date hereof, at the date of the Loan Closing, and at the time of each disbursement of the Loan:

1. Borrower is a limited liability company, duly formed and in good standing in the
District of Columbia and has full power and authority under the laws of the District
of Columbia to conduct the business in which it is engaged. Neither Borrower nor
Managing Member nor any Person owning a direct or indirect interest in Borrower
is a Prohibited Person.

2. Borrower has satisfied all of the conditions precedent to the Lo an Closing as set
forth in Section 2 of this Agreement and not otherwise waived by the District.
The execution of the documents require d herein and the performance required
thereunder will not violate any other agr eement or instrument to which Borrower
is a party.

3. The execution, delivery, and perform ance of this Agreement and the
consummation of the transaction contemplated hereby have been duly and validly
authorized by Borrower and Managing Member. Upon the due execution and
delivery of this Agreement by Borrower, this Agreement constitutes the valid and
binding obligation of Borrower, enforceable in accordance with its terms.

4. The execution, delivery, and perform ance of this Agreement and the
consummation of the transactions contem plated hereby do not violate any of the
terms, conditions, or provisions of: (i) Borrower’s organizational documents, (ii)
any judgment, order, injunction, decree, regulation, or ruling of any court or other
Governmental Authority, or Applicable Law to which Borr ower or Managing
Member is subject, or (iii) any agreement or contract to which Borrower is a party
or to which it is subject.

5. Borrower will have good and ma rketable title to the leasehold estate in the
Property at the time that District record s the security docum ents evidencing its
security interest, subject to no mortga ge, lien, encumbrance, conditional sales
contract or other obl igation, whether absolute or contingent, except those which
have been disclosed to and accepted by District, including Senior Loans.

6. There has not been, and will not be, prio r to Loan Closing, any changes made,
or caused to be made, by Borrower in th e financial condition, assets, liabilities,
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business or prospects of Bo rrower other than changes in the ordinary course of
business (none of which is materially adverse to Borrower), nor any damage,
destruction or loss to th e same, whether or not c overed by insurance, which
has materially and adversel y affected the ability of Borrower to complete the
Project.

7. Borrower will not make, or cause to be made, prior to the Loan Closing, any
material capital expenditures, purchases or acquisitions not in the ordinary course
of business, other than in connection with the completion of the Project.

8. There is not pending, or to the best of Borrower’s kn owledge and belief
threatened, any litigation, proceeding or investigation, which may result in any
material and adverse change in the financial condi tion, assets, liabilities,
business or prospects of Borrower, and Borrower does not know of any basis for
any such litigation, proceeding or investigation.

9. Borrower holds or will obtain all license s, certificates, Permits, franchises and
rights, from all appropriate federal or Dist rict of Columbia authorities necessary
for the construction of the Project funded by the Loan.

10. There are no actions or proceedings pe nding or, to the best of Borrower’s
knowledge and belief, threatened against Borrower, to the best of Borrower's
actual knowledge, to liquidate, reorganize or place Borrower into receivership.

11. All federal and District of Columbia withholding, sales, franchise or real estate
taxes due or payable by Borrower, eith er pursuant to an assessment against
Borrower or a payment obligation containe d in a lease or other contract or
agreement to which Borrower is a party, have been paid by Borrower, or provision
for the payment of the same has been made, as of the Loan Closing.

12. Any financial statements of Borrower furnished by Borrower to the District are
true, correct and complete as of the date of certification of the same.

13. No agent, broker, or other Person ac ting pursuant to express or implied
authority of Borrower is entitled to make any claim against the District for a
commission or finder’s fee in connection with the Loan.

14. Borrower has completed or entered into the CBE Agreement and First Source
Agreement and both are legally binding, valid and enforceable agreements
between the parties thereto.

The representations and warranties contained in this Section shall survive the final disbursement of
the Loan Funds for a period of one ( 1 ) year. Bo rrower shall have no liability or obligation
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hereunder for any representation or warranty th at becomes untrue becau se of reasons beyond
Borrower’s control, but Borrower shall promptly notify District upon learning of same.
SECTION 5: OMISSIONS AND RELIANCE

(1) Borrower warrants and represents to Lender that the statements contained in this
Agreement, all documentation pr ovided to Lender or its re presentatives and all other
representations or statements made by or on behalf of Borrower to Lender or its
representatives in connection with the application for and closing of the Loan are true and
complete in all material respects and do not omit any fact or information material to
Lender's evaluation of said application of, and Borrower's compliance with, the conditions
for the Loan Closing. Borrower acknowledges that Lender has relied on this warranty and
representation in connection with making the Loan. If Borrower has knowingly made any
material misrepresentation in connection with the application for, and closing of, this Loan,
such shall be an Event of Default (as hereinafter defined) under the Loan entitling Lender
to exercise any and all default remedies pursuant to Section 10 of this Agreement.

(2) Notwithstanding any investiga tion conducted before or afte r the Loan Closing, and
notwithstanding any facts and circumstances which any party may learn as a result of such
investigation or otherwise, the parties shall be entitled to rely upon the warranties and
representations set forth herein.

SECTION 6: BORROWER'S COVENANTS

Until payment in full of the Loan, together with all interest and charges accrued thereon, if any,
has been received by Lender, Borrower covenants that it shall:

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1. Recordkeeping/Inspections
Cooperate with Lender, its representatives and duly authorized agents in the delivery and
maintenance of the financial disclosures required pursuant to this Agreement including but
not limited to, (i) maintaining complete and accurate books, records and documentation of
all expenses incurred in connection with the Project and the use of the Loan Funds; (ii)
permitting all inspections, at reasonable time and upon advance notice and provided such
inspections do not violate tenant’s rights, of the Property and the Project records as Lender
deems necessary to ensure the quality of the Project and compliance with Applicable Law;
(iii) keeping records for a period of seven (7 ) years from the date that such records are
generated; and (iv) permittin g Lender or its designated representatives upon three (3)
Business Days’ notice to aud it and inspect Borrower’s book s and records regarding all
costs associated with the development of the Project and contributions toward funding the
same at any time during construction and for so long as the Loan remains outstanding.

Quarterly Reports
Submit to District:

A. At all times after the Loan Closing and upon District’s written request:

i. receipts demonstrating Borrower’s pa yment of quarterly taxes owed by
Borrower to the District of Columbia and the Internal Revenue Service,
or proof of exemption from same;

ii. through Final Completion, reconciliati on of Loan funded expenditures,
updated through Borrower’s most recent quarter;

B. After the Stabilization Date, on a qua rterly basis by the thirtieth (30 th) day of the
month following expiration of each such calendar qua rter, Borrower-certified
Project financials including balance sh eet, income and expense statements and
statements of cash flow updated through Borrower’s most recent quarter; and

C. On an annual basis, by th e one hundred fiftieth (150 th) day after the close of
Borrower’s fiscal year: audited financial statements (if kept in the ordinary course
of business or financial statements certified by an officer of Borrower), including
balance sheet, cash flow, income statements and most recent bank statements for
the Project, provided, however, that for so long as Borrower’s Investor Member
requires audited financial statements, Bo rrower shall provide audited financial
statements to District.

2. Current on Obligations
Comply with all Applicable Law and pay promptly all taxes, assessments, governmental
charges, claims for labor, supplies, rent and other obligations owed by Borrower, except
liabilities being contested in good faith and against which, if requested by the District,
Borrower will establish a reserve satisfactory to the District.

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3. Property Liens
Pay when due and comply with all terms, c onditions and covenants of any encumbrances
or any lien or indebtedness whic h is senior or junior to the Loan, with respect to the
Property and any personal property which is the security for this Loan.

4. Insurance
Obtain and maintain, at no expense to Lender, all insurance required pursuant to Section 8
of this Agreement.

5. First Source
Provide Lender with such information as Lender may reasonably request concerning the
number and type of construction and permanent jobs created and retained as a result of the
construction of the Project in accordance with the First Source Agreement.

6. Property Transfer
Not, without the express written consent of the District, create or permit to be created or
remain any mortgage, pledge, lien, encumbra nce, charge, security interest, conditional
sale or other title retention agreement, with respect to any portion of the Property
owned or leased by Borrower and any personal property that is the security for this Loan,
unless such aforesaid liens, etc. are Seni or Loans or are othe rwise permitted by that
certain Ground Lease by and between DCHA, as landlord, and Developer, as tenant, dated
as of the date hereof.

Except in connection with (a) removal of Managing Member by Investor Member in
accordance with Borrower’s operating agreement, (b) utility easements and similar rights
granted in connection with and necessary to the construction of the Project, or (c) a sale or
refinancing consummated in connection with the exiting of Borrower’s limited partner or
Investor Member after the ending of the LIHTC compliance period, neither Borrower nor
any Affiliate of Borrower shall, without prior written consent of Lender, transfer, pledge,
encumber, assign or otherwise burden or sell title to, or any interest, equitable or legal, in
any portion of the Property owned or leased by Borrower to any Person or entity
whatsoever. Notwithstanding the foregoing, Lender's consent shall not be required with
respect to any transfer related to (i) the interests of Investor Member in Borrower, and any
ownership interests in Investor Member (ii) withdrawal, re moval and/or replacement of
Managing Member as a resu lt of a default by Managi ng Member in accordance with
Borrower's operating agreement, provided that Lender shall be provided with advance
notice of such transfers.

7. Compliance with Applicable Law
Borrower or any Affiliate of Borrower covenants that it has or will:

i. in the construction of the Project, comply or cause its Contractor to comply, with
all Applicable Law, including but not limited to nondiscrimination, labor
standards and equal employment statutes and regulations;

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ii. comply with Davis-Bacon and Related Acts – 40 U.S.C. § 3141 et seq. and 42
U.S.C. § 5310: 40 U.S.C. § 3701 et seq.; 29 CFR Parts 1, 3, and 5;

The federal statutory and regulatory requirements of the Davis-Bacon Act (40
U.S.C. § 3141 et seq.) and the Contract Work Hour s and Safety Standards Act
(40 U.S.C. § 3701 et seq.) shall survive the Loan Term. The Davis-Bacon Act
requires the payment of prevailing wage rates to all laborers and mechanics on
federal government and District of Columbia construction contracts in excess of
$2,000. The Davis-Bacon Act labo r standards also apply to the “Related Acts,”
under which construction projects are as sisted through federal funded grants,
loans, loan guarantees, and insurance. Each contract subject to Davis-Bacon labor
standards requirements must contain in full the labor standards clauses set forth
in 29 CFR § 5.5(a) relating to minimu m wages, apprentices and trainees,
withholding, payrolls and basic records, and liabili ties and penalties for
violations. The mandatory Davis-Bacon c ontract provisions, the Federal Labor
Standards Contract Addendum (HUD Fo rm 4010), are attached hereto as
Exhibit E and Exhibit F and incorporated herein. The wage determination
applicable to this Project is attached hereto as Exhibit F and incorporated herein.
The mandatory Davis-Bacon labor provisions set forth in Exhibit F and the wage
decision set forth in Exhibit E must be incorporated in the Construction Contract
and each subcontract at any tier.

iii. be in compliance with the uniform adminis trative procedures and cost principle
guidelines set forth in OMB Circ ulars A-87, A-110, A-122 and A-133, as
applicable;

iv. comply with all federal and municipal regulations concerning lead-based paint
remediation per 24 CFR Part 35 et seq.; DCMR Title 20, Chapter 8, Sec. 806
(1998); and

v. as required under D.C. Code § 2-220.06, comply with all requirements under the
“Living Wage Act of 2006,” D.C. Code § 2-220.01 et seq. Borrower shall notify
all of its Contractors and subcontractors of the requirements under the Living
Wage Act and shall post the notice provided by the District relating to the Living
Wage Act requirements in a conspicuous site at its place of business.

8. Use of Funds
Borrower shall use the Loan Funds solely for the purposes set forth in this Agreement.

9. Loan Documents
Borrower shall comply with the requirements of the Loan Documents.

10. Covenants
Borrower or any Affiliate of Borrower, shall construct, operate and maintain the Property
in compliance with the Affordable Housing Covenant.

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11. Taxes
Borrower shall ensure that all due and applicable federal and local taxes owed by Borrower
are paid as they become due.

12. Liabilities
Borrower shall ensure that all of Borrower’s liabilities remain current for the Loan Term,
including, but not limited to short-term bank loans, supplie r payables, payroll expenses
and long-term indebtedness.

13. Acknowledgement of District Financing
All written or printed materials distributed or posted by Borrower that publicize the Project
shall include information that the Project is being funded partially through Lender. Further,
announcement of all events th at publicize the Project shall acknowledge funding by
Lender. This may include, but is not limited to, ne wspaper announcements or
advertisements, flyers, postings, and any radio and television announcements.

14. Anti-Money Laundering Compliance
Borrower and any Affiliate of Borrower sh all comply with all anti-money laundering
federal statutes, laws and regulations, and re lated federal statutes, laws and regulations,
including, but not limited to, the following:

a. the requirements of the Bank Secrecy Ac t (31 U.S.C. § 5318) as amended by the
USA Patriot Act (Pub.L. 107-56) and Executive Order No. 13324; and

b. the requirements of applicable Executive Orders administered by the U.S.
Department of Treasury’s Office of Fore ign Assets Control pertaining to anti-
money laundering.

15. Zoning Compliance
Borrower shall comply with the terms and cond itions of any future orders of the D.C.
Zoning Commission to be issued in connection with the approval of the Project.

16. Schedule of Performance
Borrower shall comply with the Schedule of Performance. No changes shall be made to
the Schedule of Performance, other than as a result of Force Majeure pursuant to Section
1.5.e herein, without the approval of Lender, which approval may be granted or withheld
in Lender’s reasonable discretion.

17. Development Plan
Borrower shall not change the Development Plan without Lender’s written consent; and
Borrower agrees to notify Lender in writing of any changes to all or any part of the
Approved Plans and Specifications.

18. Status Reports

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Until the Project achieves Stabilization, Borrower shall provide to Lender monthly status
reports related to the Project, which may be in the form requested or required by an
Additional Funding Source, so long as Lender consents to the form of report.

19. Construction Consultant
Borrower shall secure a third part y construction consultant (the “ Construction
Consultant”), which may or may not be the same monitor required by an Additional
Funding Source, provided the same must be ap proved by Lender in its sole and absolute
discretion, (a) to review and report to Lender and Borrower on the progress of the Project,
and the conformity of such matters to the Approved Plans and Specifications, (b) to report
to Lender and Borrower on a monthly basis wh ether the construction of the Project is
progressing pursuant to the Schedule of Performance, and (c) to review and report whether
the construction of the Project is of the quality required in the Approved Plans and
Specifications (“Construction Consultant Report”). The Construction Consultant shall
notice of, and be entitled to, attend any monthly meetings on the Project conducted by the
Construction Consultant. If the Construction Consultant determines that a problem exists,
Lender may request Borrower to propose and adopt a recovery and modification plan that
is reasonably satisfactory to the Construction Consultant and District. Borrower shall pay
for the Construction Consultant’s reasonable and customary time, expenses, reports and
certification. Lender hereby consents to [N o. 07 Consultants and CAY Group] acting,
together, as the Construction Consultant.

SECTION 7: HAZARDOUS MATERIALS AND INDEMNIFICATION

Borrower hereby covenants that, at its sole cost and expense (as between District and Borrower,
provided that the foregoing shal l not prohibit Borrower from th e pursuit of any third party
responsible for non-compliance with Environmental Laws), it shall comply with all provisions of
Environmental Laws applicable to the Property and all uses, improvements, and appurtenances of
and to the Property, and shall perform all inves tigations, removal, remedial actions, cleanup, and
abatement, corrective action, or other remediation related to th e Property that may be required
pursuant to any Environmental Law, and shall hold District and its officers, directors, agents, and
employees (individually, an “ Indemnified Party” and collectively, the “Indemnified Parties”)
harmless from and against any and all losses, cost s, claims, damages, liab ilities, and causes of
action of any nature whatsoever (including, without limitation, the reasonable fees and
disbursements of counsel and engineering cons ultants) incurred by or asserted against any
Indemnified Party in connection wi th, arising out of, in response to, or in a ny manner relating to
(i) Borrower’s violation of any Environmental Law, (ii) any spilling, leaking, pumping, pouring,
emitting, emptying, dischargi ng, injecting, escaping, leaching, dumping, or disposing into the
environment (including the abandonment or discharge of barrels, containers, and other receptacles
containing any Hazardous Material s) of any Hazardous Materials (“ Contaminant Release”) or
threatened Contaminant Release of a Hazardous Material from the Property, or (iii) any condition
of pollution, contamination, or Hazardous Material-related nui sance on, under, or from the
Property (“Environmental Claims”); provided, however, that Borrower shall not be required to
indemnify an Indemnified Party for an Environm ental Claim if, and to the extent that, such
Environmental Claim arises in connection with the gross negligence or willful misconduct of any
Indemnified Party.

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SECTION 8: INSURANCE OBLIGATIONS

Borrower shall comply with all insurance obligations set forth in Exhibit R.

SECTION 9: ASSIGNMENT OF LOAN OR LOAN FUNDS

Borrower agrees not to assign, pledge or transfer this Agreement, the Note or any right or interest
in any payment or Loan disbursement due pursuan t to this Agreement without the prior written
consent of Lender, which may be given or withheld in the Lender’s sole and absolute discretion.

SECTION 10: DEFAULT/REMEDIES

1. Events of Default. Subject to any notice requirement, grace period or right to cure
specifically set forth in any of the Loan Documents, the occurrence of any one or more of
the following events shall cons titute a default by Borrower ( “Event of Default” )
whereupon the Note shall beco me immediately due and paya ble without presentation,
demand, protest or notice of any kind, all of which are hereby expressly waived, and Lender
shall be entitled to all rights a nd remedies available to it under the law and as set forth in
the Loan Documents:

A. a breach, nonpayment, failu re of performance or default by Borrower of any
covenant, term, condition or provision of any Loan Document not cured within
thirty (30) days after written notice of such default to Borro wer; provided that
Borrower commences the cure within the initial thirty (30) day period and diligently
pursues completion of such cure thereafter, Borrower shall be afforded by Lender
an additional period of sixty (60) days as may be reasonably necessary for Borrower
proceeding diligently to cure such default;

B. the breach of any representation or warrant y herein or in any Loan Document by
Borrower;

C. a breach of the transfer restrictions in Section 6.6; or

D. the liquidation, insolvency, entry into receivership or bankruptcy of Borrower and
such action, petition or appoi ntment is not stayed, set aside or withdrawn or does
not cease within ninety (90) days from the date of such filing.

E. Any monetary default by the Borrower unde r a loan other than the Loan beyond
any notice and cure period.

2. Remedies. The occurrence of any Event of Default hereunder will, either at the option of
Lender or automatically where so specified, re lieve Lender of any ob ligation to make or
continue the Loan and shall give Lender the right to proceed with any and all remedies set

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forth in this Agreement and the Loan Do cuments, including but not limited to the
following:

A. Acceleration of Note. Lender shall have the right to cause all indebtedness of
Borrower to Lender under this Agreement and the Note, together with any accrued interest
thereon, to become immediately due and payable. Borrower waives all right to
presentment, demand, protest or notice of pr otest, or dishonor. Lender may proceed to
enforce payment of the indebtedness and to exercise any or all rights afforded to Lender as
a creditor and secured party under the la w including the Uniform Commercial Code,
including foreclosure under the Deed of Trust. Borrower shall be liab le to pay Lender on
demand all reasonable expenses, costs, and fees (including, without limitation, reasonable
attorney's fees and expenses) paid or incurred by Lender in connection with the collection
of the Loan and the preservation, maintenance, protection, sale, or other disposition of the
security given for the Loan.

B. Specific Performance. Lender shall have the right to mandamus or other suit, action
or proceeding at law or in equity to requi re Borrower to perform its obligations and
covenants under the Loan Documents or to enjoin acts which may be unlawful or in
violation of the provisions of the Loan Documents.

C. Right to Cure at Borrower's Expense. Lender shall have the right (but not the
obligation) to cure any mone tary default by Borrower under a loan other than the Loan.
Borrower agrees to reimburse Lender for any funds advanced by Lender to cure a monetary
default by Borrower upon demand ther efor, together with interest thereon at the lesser of
the maximum rate permitted by law or ten percent (10%) per annum from the date of
expenditure until the date of reimbursement.

D. Remedies Cumulative. No right, power, or remedy given to Lender by the terms of
this Agreement or the Loan Documents is in tended to be exclusiv e of any other right,
power, or remedy; and each and every such ri ght, power, or remedy shall be cumulative
and in addition to every other right, power, or remedy given to Lender by the terms of any
such instrument, or by any st atute or otherwise against Bo rrower and any other Person.
Neither the failure nor any dela y on the part of Lender to exercise any such rights and
remedies shall operate as a waiver thereof, nor shall any single or partial exercise by Lender
of any such right or remedy preclude any other or further exercise of such right or remedy,
or any other right or remedy.

3. Investor Member shall be entitled to the notic e of and opportunity to cure defaults on the
same terms as Borrower, provi ded that it shall have no obl igation to cure a Borrower
default.

SECTION 11: NO WARRANTY OR WAIVER

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(1) Lender's review of appraisals, surveys or other matters in connection with the Loan shall
not constitute a warranty or representati on by Lender or its em ployees, agents or
representatives.

(2) No delay or omission of Lender to exercise any notice obligation, right, power or remedy
accruing upon the happening of a default under this Agreement shall impair any such right,
power or remedy or shall be construed to be a waiver of any such default or any
acquiescence therein. No waiver by Lender of any provision of this Agreement shall be
deemed to be a continuing waiver. No waiver of any of Lender's ri ghts shall be binding
upon Lender unless Lender approves such waiver in writing.

SECTION 12: ENTIRE AGREEMENT/ ENFORCEABILITY/ MODIFICATION

This Agreement, in conjunction with the other Loan Documents, constitutes a full and complete
understanding between the pa rties related to the Loan and all ot her agreements and/or contracts,
either oral or written, or other legal instruments, are hereby superseded upon the execution of this
Agreement. This Agreement shall be valid, binding and enforceable against the parties hereto and
their successors and assigns, and the parties warrant that the Persons executing this Agreement on
their behalf are authoriz ed to do so. None of the terms or provisions of this Agreement may be
changed, waived, modified, discharged or terminated except by a written modification executed
by both parties hereto.

SECTION 13: CONFLICT OF INTEREST / LIMIT OF LIABILITY / INDEMNIFICATION

1. Except for approved eligible administrative or personnel costs, no Person described below
who exercises or has exercised any functions or responsibilities with respect to the
activities funded pursuant to this Agreement or who is in a position to participate in a
decision-making process or gain inside inform ation with regard to such activities, may
obtain a personal or financial interest or benefit from the activity, or have an interest in any
contract, subcontract, or agreement with respect thereto, or the proceeds thereunder, either
for themselves or those with whom they have family or business ties, during, or at any time
after, such Person's tenure. Borrower shall ex ercise due diligence to ensure that the
prohibition in this Section is followed.

2. No member, official or employee of Lender sh all be personally liable to Borrower or any
successor in interest in the event of any brea ch of this Agreement by Lender, or for any
amount that may become due to Borrower or its successors or assigns on any obligations
under the terms of this Agreement.

3. Borrower shall indemnify, defend, and hold Dist rict, its officers, employees, and agents
harmless from and against any and all losses, costs, claims, damages, liabilities, and causes
of action (including reasonable attorneys’ fees and court costs) arising out of death of or
injury to any person or damage to any property occurring on or adjacent to the Property
and directly or indirectly caused by any act s or omissions of Borrower or Borrower’s
agents; provided however, that the foregoing indemnity shall not apply to any losses, costs,

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claims, damages, liabilities, and causes of ac tion due solely to the gross negligence or
willful misconduct of District or its officers, employees, and agents.

SECTION 14: WAIVER OF JURY TRIAL/COURT COSTS

Borrower and Lender agree that any lawsuit betw een Lender and Borrower shall be decided by a
judge without a jury. Borrower agrees to pay all court costs and reasonable attorney's fees incurred
by the District in connection with enforcing any provision of this Agreement if the District is the
prevailing party in such proceeding. In the ev ent Lender is represented by the Office of the
Attorney General for the District of Columbia, reasonable attorneys’ fees shall be calculated based
on the then applicable hourly rate s established in the most current Laffey matrix prepared by the
Civil Division of the United States Attorney’s Office for the District of Columbia and the number
of hours employees of the Office of the Attorney General for the District of Columbia prepared
for or participated in any such proceeding

SECTION 15: NO THIRD-PARTY BENEFICIARIES

No Person shall be a third-party beneficiary of this Agreement.

SECTION 16: COUNTERPARTS

This Agreement may be executed in multiple c ounterparts, each of which shall constitute an
original but all of which shall constitute one and the same instrument.

SECTION 17: TIME OF ESSENCE

Time is of the essence for each and every provision of this Agreement.

SECTION 18: SEVERABILITY

In the event that one or more of the provisions of this Agreement shall be held to be illegal, invalid,
or unenforceable under present or future Applicable Law, such provision shall be fully severable
and the remaining provisions of this Agreement shall continue in full force and effect and shall not
be affected by the illegal, i nvalid, or unenforceable provision or by its severance from this
Agreement, unless this construction would operate as an undue hardship on District or Developer
or would constitute a substantial deviation from the general intent of the parties as reflected in this
Agreement. Furthermore, there shall be added automatically as a part of this Agreement a
provision as similar in terms to such illegal, invalid, or unenforceable provision as may be possible
that is legal, valid, and enforceable.

SECTION 19: GOVERNING LAW

This Agreement shall be governed by, interpreted under, construed, and enforced in accordance
with the laws of the District of Columbia, with out reference to the conf licts of laws provisions

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thereof. District and Developer agree that any suit, action, or proceeding arising out of this
Agreement, or any transaction contemplated hereby, shall be brought exclusively in (a) the courts
of the District of Columbia and (b) the United Stat es District Court for the District of Columbia.
District and Borrower irrevocably and unconditionally waive any objection to the laying of venue
of any action, suit, or proceeding arising out of th is Agreement or the tran sactions contemplated
hereby in the courts named in (a) and (b) above, and hereby further waive and agree not to plead
or claim in any such court that any such action, suit, or proceeding brought in any such court has
been brought in an inconvenient forum.

SECTION 20: NOTICES

Any notices, requests, demands, approvals, consents, directions, or other required communications
given under this Agreement shall be in writing a nd delivered (i) by U.S. Certified Mail (return
receipt requested, postage pre-paid), (ii) by han d, (iii) by reputable private overnight commercial
courier service, (iv) by electronic mail, or (v) such other means as the parties may agree in writing
at the following addresses:

NOTICE TO LENDER:
Office of the Deputy Mayor for Planning and Economic Development
1350 Pennsylvania Avenue, NW
Suite 317
Washington, D.C. 20004
Attn: Director of the New Communities Initiative

With a copy to:
Office of the Deputy Mayor for Planning and Economic Development
Office of the General Counsel
1350 Pennsylvania Avenue, NW
Suite 317
Washington, D.C. 20004
Attn: General Counsel

NOTICE TO BORROWER:
Barry Farm Flats I LLC
c/o Preservation of Affordable Housing, Inc.
2 Oliver Street, Suite 500
Boston, MA 02109
Attn: General Counsel
email: generalcounsel@poah.org

With a copy to: assetmanager@poah.org

And with a copy to:

Klein Hornig LLP
1325 G Street NW, Suite 770

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Washington, DC 20005
Attn: Aaron O’Toole
Email: aotoole@kleinhornig.com

District of Columbia Housing Authority
1133 North Capitol Street, NE, Suite 242
Washington, DC 20002
Attn: Executive Director
Phone: (202) 535-1000

District of Columbia Housing Authority
1133 North Capitol Street, NE, Suite 242
Washington, DC 20002
Attn: Andrea Powell
Phone: (202) 535-1000
Email: apowell@dchousing.org

Reno & Cavanaugh PLLC
455 Massachusetts Avenue, Suite 400
Washington, DC 20001
Attn: Megan Glasheen
Phone: 202-349-2454
Email: mglasheen@renocavanaugh.com

And with a copy to:
NHT Equity, LLC
NHT 36 Tax Credit Fund Limited Partnership
330 Rush Alley, Suite 620
Columbus, OH 43215
Attention: Asset Management

With a copy to:

Kutak Rock LLP
1650 Farnam Street
Omaha, NE 68102
Attn: Jill H. Goldstein

Notices served upon Borrower or the District in the manner aforesaid shall be deemed to have been
received for all purposes hereunder at the time such notice shall have been: (i) if hand delivered to
a party against receipted copy, when the copy of the notice is receipted; (ii) if given by overnight
courier service, on the next Business Day after th e notice is deposited with the overnight courier
service; (iii) if given by certified mail, return re ceipt requested, postage pr e-paid, on the date of
actual delivery or refusal thereof; or (iv) if given by electronic mail, upon the recipient’s electronic

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mail response confirming receipt. If notice is te ndered under the terms of this Agreement and is
refused by the intended recipient of the notice, the notice shall nonetheless be considered to have
been received and shall be effective as of the date provided in this Agreement. The parties agree
that counsel to any of them may provide notice to the other parties under this Agreement. Any
party may change the address to which notices are sent and add additional parties who are to
receive notice by delivery of written notice to the other party in accordance with this Section.

SECTION 21: NOTICE OF NON-DISCRIMINATION

In accordance with the D.C. Human Rights Act of 1977, as amended, D.C. Official Code Section
2-1401.01 et seq., (the “Act”) the District of Columbia does not discriminate on the basis of actual
or perceived: race, color, religion, national orig in, sex, age, marital status, personal appearance,
sexual orientation, familial status, family respons ibilities, matriculati on, political affiliation,
disability, source of income or place of residence or business. Sexual harassment is a form of sex
discrimination, which is also prohibited by the Ac t. In addition, harassment based on any of the
above-protected categories is also prohibited by the Act. Discrimination in violation of the Act
will not be tolerated. Violators will be subject to disciplinary action.

Borrower shall not discriminate upon the basis of race, color, religion, sex, national origin,
ethnicity, sexual orientation, or any other factor that would constitute a violation of the D.C.
Human Rights Act or any other Applicable Law, regulation, or court order.

SECTION 22: CAMPAIGN FINANCE.

As required by Campaign Finance Reform Amendm ent Act of 2018, D.C. Official Code §§ 1-
1161.01 et seq., Borrower has not contributed to a “p rohibited recipient” during the “prohibited
period” with respect to this Agreement as such terms are defined in the act.

SECTION 23: ANTI-DEFICIENCY

Though no financial obligations on the part of District are anticipated, Borrower acknowledges
that District is not authorized to make any obligation in advance or in the absence of lawfully
available appropriations and that District’s authority to make such obligations is and shall remain
subject to the provisi ons of (i) the federa l Antideficiency Act, 31 U.S.C. §§ 1341, 1342, 1349,
1350, 1351; (ii) D.C. Official Code § 47-105; (iii) the District of Columbia Anti-Deficiency Act,
D.C. Official Code §§ 47-355.01 – 355.08, as the fo regoing statutes may be amended from time
to time; and (iv) Section 446 of the District of Columbia Home Rule Act.

[Signatures on following page]

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IN WITNESS WHEREOF, Lender and Borrower have caused this Agreement to be
executed by their respective duly authorized repres entatives hereto as of the day and year first
written above.

Reviewed by: LENDER:

DISTRICT OF COLUMBIA, by and through the
Office of the Deputy Mayor for Planning and
Economic Development

By:___________________ By: _______________________________
Office of the General Counsel Nina Albert
ODMPED Deputy Mayor for Planning and Economic
Date:________ Development

BORROWER:

BARRY FARM FLATS I LLC,

a District of Columbia limited liability company

By: BARRY FARM FLATS I MANAGER
LLC,
a District of Columbia limited liability company,
its Managing Member

By: PRESERVATION OF AFFORDABLE
HOUSING, INC.,
an Illinois not-for-profit corporation,
its Manager

By:____________________________
Name: Aaron Gornstein
Its: President and CEO

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LIST OF EXHIBITS

Exhibit A Legal Description
Exhibit B Affordable Housing Covenant
Exhibit C CBE Agreement
Exhibit D First Source Agreement
Exhibit E Federal Labor Standards Contract Addendum
Exhibit F Davis-Bacon Wage Determination
Exhibit G Project Budget
Exhibit H Replacement Units
Exhibit I Re-Entry Plan
Exhibit J Schedule of Performance
Exhibit K Draw Schedule
Exhibit K-1 Requisition Form
Exhibit L Affordable Housing Plan
Exhibit M Deed of Trust
Exhibit N Note
Exhibit O Guaranty
Exhibit P Intercreditor Agreement
Exhibit Q Financing Statements
Exhibit R Insurance

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Exhibit A

Legal Description of Property

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Exhibit B

Affordable Housing Covenant

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Exhibit C

CBE Agreement

Exhibit D

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First Source Agreement

[BORROWER TO PROVIDE]

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Exhibit E

Federal Labor Standards Contract Addendum

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Exhibit F

Davis-Bacon Wage Determination

[BORROWER TO PROVIDE draft]

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Exhibit G

Project Budget

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Exhibit H

Replacement Units

Replacement Units (unit mix, type and bedroom count, average square footage and utility
structure)

Unit Size Total Unit Count # of Replacement Units Square Footage
1 BR 7 0 651 - 784
2 BR 31 15 1,003 - 1,437
3 BR 33 10 1,244 - 1,438
4 BR 15 13 1,503 - 2,048
5 BR 4 4 1,806
Total 90 42

Utility Structure: The owner pays for hot water and heating cooling as both systems are
community based to meet PHIUS standards and won’t be wired into the residents’ boxes. The
plug load electric usage will be the responsibility of the resident. Plug load usage includes
electric usage such as cooking, refrigerator, and microwave.

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Exhibit I

Re-Entry Plan

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Exhibit J

Schedule of Performance

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Exhibit K

Draw Schedule

[BORROWER TO PROVIDE]

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Exhibit K-1

Requisition Form

(Borrower Letterhead)

Draw X

_________, 20__

District of Columbia
Office of the Deputy Mayor for Planning and Economic Development
1350 Pennsylvania Avenue, N.W., Suite 317
Washington, DC 20004
Attention: [INSERT NAME OF POINT-OF-CONTACT]

RE: PO XXXXX

Pursuant to the Loan Agreement dated as of ___________, 20__ (the “ Loan Agreement ”)
between the District of Colu mbia, a municipal corporation (“Lender” or the “ District”) and
[insert: Developer], a District of Columbia [insert: Business Formation Type] (the “Borrower”),
the Borrower hereby requests that the District di sburse funds to Borrower in the amount of
$__________________. Such funds shall be transferred to Borrower at
______________________________________________________________ [Insert Banking
Information for Borrower]. Capitalized words and phrases not otherwise defined shall have the
meanings given to them in the Loan Agreement.

Bank Name
Account Name
Address:

ABA#
Account #
EIN

Person to notify in the event of defective invoice:

The Borrower certifies as follows, intending that the District rely on such certification:

1. None of the items for which funds are being requisitioned has formed the basis for any
disbursement heretofore made by Lender to Borrower.

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2. Each of the items for which funds are being requisitioned is an eligible cost as set forth in
the Project Budget and incursion of that eligible cost is ev idenced by an invoice or other
similar documentation, the original or a copy of which is attached to this requisition.
3. Each of the items for which funds are being requisitioned (i) is a necessary and proper item
to be paid pursuant to the Loan Agreement, (ii) is currently due and payable or has been
paid by Borrower and is properly payable or reimbursable from Loan Funds pursuant to
the Loan Agreement and (iii) has been completed in accordance with the Loan Agreement
and, if the requisition includes Project hard co sts, then the construction plans approved
pursuant to the Loan Agreement, as eviden ced by the Construction Monitor Report, the
original or a copy of which is attached to this Requisition.

This certificate is given without prejudice to any rights against third parties that exist as of the date
of this certificate or that may subsequently come into being.

B O R R O W E R :

[insert: Developer]
a District of Columbia [insert: Business Formation Type]

By: [insert: Developer]
a District of Columbia [insert: Business Formation Type]

By: ________________________________
[insert: Signatory]

The Construction Consultant certifies as follows , intending that the District rely on such
certification:

1. Each of the items for which funds are being requisitioned is an eligible cost as set forth in
the Project Budget and incursion of that eligible cost is ev idenced by an invoice or other
similar documentation, the original or a copy of which is attached to this requisition.
2. Each of the items for which funds are being requisitioned is (i) a necessary and proper item
to be paid pursuant to the Loan Agreement, (ii) currently due and payable or has been paid
by the Borrower and is properly payable or reimbursable from Loan funds pursuant to the
Loan Agreement and (iii) has been completed in accordance with the Loan Agreement and,
if the requisition includes Project hard costs, then the construction plans approved pursuant
to the Loan Agreement, as evidenced by th e true and accurate Construction Monitor
Report, the original or a copy of which is attached to this Requisition.

This certificate is given without prejudice to any rights against third parties that exist as of the date
of this certificate or that may subsequently come into being.

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[INSERT CONSTRUCTION CONSULTANT NAME]

Date:___________________ By:_______________________

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Exhibit L

Affordable Housing Plan

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Exhibit M

Deed of Trust

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Exhibit N

Note

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Exhibit O

Guaranty

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Exhibit P

Intercreditor Agreement

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Exhibit Q

Financing Statements

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Exhibit R

Insurance

A. GENERAL REQUIREMENTS. Developer at its sole expense shall procure and
maintain, during the entire period of performance under this contract, the types of
insurance specified below. Developer shall submit a Certificate of Insurance to the
Contracting Officer (the “CO”) giving evidence of the required coverage prior to
commencing performance under this contract. In no event sha ll any work be performed
until the required Certificates of Insurance signed by an authorized representative of the
insurer(s) have been provided to, and accepted by, the CO.

The Government of the District of Columbia shall be included in all policies, where
applicable and allowable by law, required hereunder to be maintained by Developer and
its subcontractors (except for workers’ compensation and professional liability
insurance) as an additional insureds for claims against The Government of the District of
Columbia relating to this contract, with the understanding that any affirmative obligation
imposed upon the insured Developer or its subcontractors (including without limitation
the liability to pay premiums) shall be the sole obligation of Developer or its
subcontractors, and not the additional insured. The additional insured status under
Developer’s and its subcontractors’ Commercial General Liability insurance policies
shall be effected using the ISO Additional Insured Endorsement form CG 20 10 11 85 (or
CG 20 10 07 04 and CG 20 37 07 04) or such other endorsement or combination of
endorsements providing coverage at least as broad and approved by the CO in writing.
All of Developer’s and its subcontractors’ liability policies (except for workers’
compensation and professional liability insurance) shall be endorsed using ISO form CG
20 01 04 13 or its equivalent so as to indicate that such policies provide primary coverage
(without any right of contribution by any other insurance, reinsurance or self-insurance,
including any deductible or retention, maintained by an Additional Insured) for all claims
against the additional insured arising out of the performance of this Statement of Work by
Developer or its subcontractors, or anyone for whom Developer or its subcontractors may
be liable. These policies shall include a separa tion of insureds clause applicable to the
additional insured.

If Developer and/or its subcontractors maintain broader coverage and/or higher limits than
the minimums shown below, the District re quires and shall be entitled to the broader
coverage and/or the higher limits maintained by Developer and subcontractors.

B. INSURANCE REQUIREMENTS

1. Commercial General Liability Insurance (“CGL”) - Developer shall provide evidence
satisfactory to the CO with respect to the services performed that it carries a CGL
policy, written on an occurrence (not claims-made) basis, on Insurance Services Office,
Inc. (“ISO”) form CG 00 01 04 13 (or another occurrence-based form with coverage at
least as broad and approved by the CO in writing), covering liability for all ongoing and

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completed operations of Developer and under all subcontracts, covering claims for
bodily injury, including without limitation sickness, disease or death and mental anguish
of any persons, broad form property damage, including loss of use resulting therefrom,
personal and advertising injury, and including coverage for liability arising out of an
Insured Contract (including the tort liability of another assumed in a contract) and acts of
terrorism (whether caused by a foreign or domestic source). Such coverage shall have
limits of liability of not less than $1,000,000 each occurrence, a $2,000,000 general
aggregate.
The Commercial General Liability shall be further endorsed to:
a) To the fullest extent permitted by law, provide additional insured coverage
using ISO form CG 2015 0413 (or its equivalent) to The Government of the
District of Columbia
b) Coverage available to the additional insureds shall apply on a primary and
non-contributing basis as respects any other insurance, deductibles, or self-
insurance available to the additional insureds
c) A waiver of subrogation in favor of The Government of the District of
Columbia
d) Any Annual Aggregate shall apply on a per location or per project basis
(where applicable)
e) Defense costs shall be in addition to and not erode the limits of liability

2. Automobile Liability Insurance - Developer shall provide evidence satisfactory to the
CO of commercial (business) automobile liability insurance written on ISO form CA 00
01 10 13 (or another form with coverage at least as broad and approved by the CO in
writing) including coverage for all owned, hired, borrowed and non-owned vehicles and
equipment used by Developer in connection with work under this agreement, with a
minimum combined single limit of $1,000,000 for bodily injury or death and property
damage, including loss of use thereof. Such policy or policies of automobile liability
insurance shall be written on an "occurrence" (as opposed to a "claims made") basis.

Auto Physical Damage Coverage - Developer shall provide auto physical damage
insurance to cover "loss" to a covered "auto" or its equipment:

a) Comprehensive - Fire, lightning or explosion; theft; windstorm, hail or
earthquake; flood; mischief or vandalism; or the sinking, burning, collision or
derailment of any conveyance transporting the covered "auto".
b) Collision Coverage - Caused by: The covered "auto's" collision with another
object or the covered "auto's" overturn.

The Commercial Auto Liability policy shall be further endorsed to:
a) To the fullest extent permitted by law, provide additional insured coverage to
The Government of the District of Columbia

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b) Coverage available to the additional insureds shall apply on a primary and
non-contributing basis as respects any other insurance, deductibles, or self-
insurance available to the additional insureds
c) A waiver of subrogation in favor of The Government of the District of
Columbia
d) Defense costs shall be in addition to and not erode the limits of liability
e) If applicable, include Form CA 99 48 03 06 Pollution Liability - Broadened
Coverage for Covered Autos - Business Auto, Motor Carrier and Truckers (or
its equivalent)
3. Workers’ Compensation Insurance - Developer shall provide evidence satisfactory to the
CO of Workers’ Compensation insurance in accordance with the statutory mandates of
the District of Columbia or the jurisdiction in which the contract is performed.

Employer’s Liability Insurance - Developer shall provide evidence satisfactory to the CO
of employer’s liability insurance as follows: $500,000 per accident for injury; $500,000
per employee for disease; and $500,000 for policy disease limit.

The Workers Compensation and Employers Liability shall be further endorsed to:
a) Include a Waiver of Subrogation in favor of The Government of the District of
Columbia.
b) Where applicable, include United States Longshore and Harbor Workers
Compensation Act (USL&H)
c) Where applicable, include Jones Act Coverage for seamen or crew members on an
“if any” basis.

4. Network Security/Privacy (Cyber) Liability Insurance covering acts, errors, omissions,
breach of contract, and regulatory coverage including GDPR and federal, state, local, or
foreign regulation arising out of Developer’s operations or services with a limit of
$2,000,000 per claim and in the aggregate. Such coverage shall include but not be limited
to, third party and first party coverage for loss or disclosure of any data, including
personally identifiable information and payment card information, network security
failure, regulatory coverage including GDPR and federal, state, local, or foreign
regulation unauthorized access and/or use or other intrusions, infringement of any
intellectual property rights (except patent), unintentional breach of contract, negligence or
breach of duty to use reasonable care, breach of any duty of confidentiality, invasion of
privacy, or violations of any other legal protections for personal information, defamation,
libel, slander, commercial disparagement, negligent transmission of computer virus, or
use of computer networks in connection with denial of service attacks. Such coverage
shall include regulatory defense and fines/penalties in any jurisdiction anywhere in the
world. Such coverage shall include contractual privacy coverage for data breach response
and crisis management costs that would be incurred by Developer on behalf of The
Government of the District of Columbia in the event of a data breach including legal and

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forensic expenses, notification costs, credit monitoring costs, and costs to operate a call
center. Developer shall maintain coverage in force during the term of this Agreement and
for an extended reporting period of not less than two (2) years after.
5. Professional Liability Insurance (Errors & Omissions) – As applicable, Developer shall
provide Professional Liability Insurance (Errors and Omissions) to cover liability
resulting from any error or omission in the performance of professional services under
this Contract. The policy shall provide limits of $1,000,000 per claim or per occurrence
for each wrongful act and $2,000,000 annual aggregate. Developer warrants that any
applicable retroactive date precedes the date Developer first performed any professional
services for the Government of the District of Columbia and that continuous coverage
will be maintained or an extended reporting period will be exercised for a period of at
least ten years after the completion of the professional services. Limits may not be
shared with other lines of coverage. Developer may satisfy this requirement by requiring
all Subcontractors providing professional services to provide the coverage.

6. Commercial Umbrella or Excess Liability - Developer shall provide evidence
satisfactory to the CO of commercial umbrella or excess liability insurance with
minimum limits of $10,000,000 per occurrence and $10,000,000 in the annual aggregate,
following the form and in excess of all liability policies. All liability coverages must be
scheduled under the umbrella and/or excess policy. The insurance required under this
paragraph shall be written in a form that annually reinstates all required limits. Coverage
shall be primary to any insurance, self-insurance or reinsurance maintained by The
Government of the District of Columbia and the “other insurance” provision must be
amended in accordance with this requirement and principles of vertical exhaustion.

7. Environmental Liability/Contractors Pollution Liability Insurance - Developer shall
provide evidence satisfactory to the CO of environmental liability insurance as applicable
covering losses caused by pollution or other hazardous conditions arising from ongoing
or completed operations of Developer. Such insurance shall apply to bodily injury,
property damage (including loss of use of damaged property or of property that has been
physically injured), clean-up costs, transit and non-owned disposal sites. Coverage shall
extend to defense costs and expenses incurred in the investigation, civil fines, penalties
and damages or settlements. There shall be neither an exclusion for mold or fungus-
related claims. The minimum limits requi red under this paragraph shall be $2,000,000
per occurrence and $2,000,000 in the annual aggregate. If such coverage is written on a
claims-made basis, Developer warrants that any retroactive date applicable to coverages
under the policy precedes the Borrower’s performance of any work under the Contract
and that continuous completed operations coverage will be maintained for at least ten
(10) years or an extended reporting period shall be purchased for no less than ten (10)
years after completion. As applicable, Developer may satisfy requirement for
Environmental Liability coverage by the General Contractor and the applicable
Subcontractors to provide coverage.

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Developer also must furnish to the CO Owner certificates of insurance evidencing
environmental liability insurance maintained by third party transportation and
disposal site operators(s) used by Developer for losses arising from facility(ies)
accepting, storing, or disposing hazardous materials or other waste as a result of
Developer’s operations. Such coverages must be maintained with limits of at least
the amounts set forth above. The Environmental Liability policy shall be further
endorsed to include The Government of the District of Columbia as an Additional
Insured.

8. Employment Practices Liability - Developer shall provide evidence satisfactory to the
CO with respect to the operations performed to cover the defense of claims arising from
employment related wrongful acts including but not limited to: Discrimination, Sexual
Harassment, Wrongful Termination, Workplace Torts, "Bullying" in "any location" and
"by any means," including the Internet, whether between employees of Developer or
against third parties. Employment Practices Liability coverage must specifically state
Third Party Liability coverage is included. Developer will indemnify and defend The
Government of the District of Columbia should it be named co-defendant or be subject to
or party of any claim. Coverage shall also extend to Temporary Help Firms and
Independent Contractors hired by Developer. The policy shall provide limits of not less
than $1,000,000 for each wrongful act and $2,000,000 annual aggregate for each
wrongful act.

Construction Projects Controlled by Developer

Developer will procure the following policies with the District listed as Additional
Insured.

Builders Risk –Developer shall purchase and maintain, in a company authorized to do
business in the jurisdiction in which the project is located, builders risk
insurance, written on an “all risk”, special causes of loss or equivalent form. Builders
risk coverage will include boiler and machinery / equipment breakdown, earthquake
and flood perils. Building ordnance and terrorism coverage will be included.

The deductible shall not exceed $250,000 except $500,000 for vandalism, for
earthquake, flood, windstorm, water damage or other perils, and as available in the
insurance industry.

The project limit shall equal the replacement value of the structure. Policy to include
coverage for materials stored offsite and while in transit.

The Builders risk coverage will extend to soft costs and delayed completion.

Builders risk insurance shall include the interests of The Government of the District

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of Columbia, Developer, Subcontractors and Sub – subcontractors in the project.

Property Insurance - After achieving completion of construction of the Project,
Developer/Lessee (as applicable) shall carry special form property insurance written
on a replacement cost value covering 100% of the replacement cost of all of
Developer’s property.

C. SUBCONTRACTOR INSURANCE REQUIREMENTS
Any and all subcontractors engaged by Developer for work under this agreement shall be
required to have the same insured required of Developer. Should Developer wish to
propose different insurance requirements than outlined below, then, prior to
commencement of work by the subcontractor, Developer shall submit in writing the name
and brief description of work to be performed by the subcontractor on the Subcontractors
Insurance Requirement Template provided to the Office of Risk Management (ORM).
ORM will determine the insurance requirements applicable to the subcontractor and
promptly deliver such requirements in writing to Developer. In either instance, Developer
must provide proof of the subcontractor's required insurance prior to commencement of
work by the subcontractor.

D. PRIMARY AND NONCONTRIBUTORY INSURANCE
The insurance required herein shall be primary to and will not seek contribution from any
other insurance, reinsurance or self-insur ance including any deductible or retention,
maintained by the Government of the District of Columbia.

E. DURATION. Developer shall carry all require d insurance until all contract work is
accepted by The Government of the District of Columbia and shall carry listed coverages
for ten years for construction projects following final acceptance of the work performed
under this contract and two years for non-construction related contracts.

F. LIABILITY. These are the required minimum insurance requirements established by
The Government of the District of Columbia. However, it is understood that The
Government of the District of Columbia does not in any way represent that the insurance
or the limits of insurance specified herein are sufficient or adequate to protect your
interests or liabilities and will not in a ny way limit Developer’s liability under this
contract.

G. DEVELOPER’S PROPERTY. Developer and subcontractors are solely responsible for
any loss or damage to their personal property, including but not limited to tools and
equipment, scaffolding and temporary structures, rented machinery, or owned and leased
equipment. A waiver of subr ogation shall apply in favor of The Government of the
District of Columbia.

H. MEASURE OF PAYMENT. The Government of the District of Columbia shall not

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make any separate measure or payment for the cost of insurance and bonds.
Developer shall include all of the costs of insurance and bonds in the contract price.

I. NOTIFICATION. Developer shall ensure that a ll policies provide that the CO shall be
given thirty (30) days prior written notice in the event of cancellation, non-renewal, or
material changes to the extent such cancellation or material changes results in Developer
no longer complying with the above requirements. Developer shall provide the CO with
ten (10) days prior written notice in the event of non-payment of premium. Developer
will also provide the CO with an updated Certificate of Insurance should its insurance
coverages renew during the contract. The Government of the District of Columbia may
reasonably change the above insurance coverage requirements during the Term by giving
Developer at least 30 days’ notice of the change. Developer must comply, at your
expense, and deliver to the CO evidence of compliance before the change becomes
effective.

J. CERTIFICATES OF INSURANCE. Developer mu st send to CO, at least 10 days after
execution of this Agreement, certificates of insurance evidencing the required insurance
coverage and endorsements required herein. Developer must also provide us with
evidence of renewal before the expiration date of each insurance policy. Developer is
responsible for providing us with 30 days advanced written notice if the certificate of
insurance by the insurer has been canceled, reduced in coverage, or otherwise altered. .
Certificates of insurance must reference the corresponding contract number. Evidence of
insurance shall be submitted to:

The Government of the District of Columbia

And mailed to the attention of:
[Name of Contracting Officer/Agency]
[ A d d r e s s ]
[Phone Number]
[E-mail Address]

The CO may request and Developer shall promptly deliver updated certificates of
insurance, endorsements indicating the required coverages, and/or certified copies of the
insurance policies. If the insurance initially obtained by Developer expires prior to
completion of the contract, renewal certificates of insurance and additional insured and
other endorsements shall be furnished to the CO prior to the date of expiration of all such
initial insurance. For all coverage require d to be maintained after completion, an
additional certificate of insurance evidencing such coverage shall be submitted to the CO
on an annual basis as the coverage is renewed (or replaced).

P a g e 6 4
DMPED LA
KH 1220472.8

K. DISCLOSURE OF INFORMATION. Developer agrees that The Government of the
District of Columbia may disclose the name and contact information of its insurers to any
third party which presents a claim against The Government of the District of Columbia
for any damages or claims resulting from or arising out of work performed by Developer,
its agents, employees, servants or subcontractors in the performance of this contract.

L. CARRIER RATINGS. All Developer’s and its subcontractors’ insurance required in
connection with this contract shall be written by insurance companies with an A.M. Best
Insurance Guide rating of at least A- VII or better (or the equivalent by any other rating
agency) and licensed in the District of Columbia.
M. WARRANTIES. When applicable, Developer should be named as an additional
insured on the applicable manufacturer’s/distributer’s Commercial General Liability
policy using ISO form CG 20 15 04 13 (or another occurrence-based form with coverage
at least as broad). CO should collect, review for accuracy, and maintain all warranties for
goods and services. If applicable, all warranties for products and / or services should be
reviewed for accuracy and maintained by DMPED.
Legal Description 1
EXHIBIT “A”
LEGAL DESCRIPTION
(Lots 1006-1014, 1031 and 1032 in Square 5865)

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot numbered 288,
in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same is set forth on that certain
Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page 106 among the Records of the
Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of Sumner Road,
S.E. (60’ Record width), and the eastern 50 -foot right-of-way line of Firth Stirling Road SE (50 - Record
Width) and thence running along and binding with the said southern right -of-way line of Sumner Road, SE
the following course and distance,
i. South 51° 30’ 10” East, a distance of 248.31 feet to a point, thence leaving the aforementioned right-
of-way line the following course and distance
ii. North 38° 29’ 50” East, a distance o f 79.9 6 feet to THE TRUE POINT OF BEGINNING ; thence
running along the outline of lot 1006 the following four (4) courses and distances
1. South 51°30'10" East, a distance of 38.00 feet, to a point, thence;
2. South 38°29'50" West, a distance of 132.83 feet, to a point, thence;
3. North 51°30'10" West, a distance of 38.00 feet, to a point, thence;
4. North 38°29'50" East, a distance of 132.83 feet, to the POINT OF BEGINNING, having an area
of 5,048 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor of the
District of Columbia for assessment and taxation purposes as Lot 1006 in Square 5865.

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot numbered 288,
in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same is set forth on that certain
Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page 106 among the Records of the
Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of Sumner Road,
S.E. (60’ Record width), and the eastern 50 -foot right-of-way line of Firth Stirling Road SE (50 - Record
Width) and thence running along and binding with the said southern right -of-way line of Sumner Road, SE
the following course and distance,
i. South 51° 30’ 10” East, a distance of 248.31 feet to a point, thence leaving the aforementioned right-
of-way line the following course and distance
ii. North 38° 29’ 50” East, a distance o f 212.79 feet to THE TRUE POINT OF BEGINNING ; thence
running along the outline of lot 1007 the following six (6) courses and distances
1. South 51°30'10" East, a distance of 38.00 feet, to a point, thence;
2. South 38°29'50" West, a distance of 132.83 feet, to a point, thence;
3. North 51°30'10" West, a distance of 6.49 feet, to a point, thence;
4. North 26°10'10" West, a distance of 41.46 feet, to a point, thence;
5. North 63°49'50" East, a distance of 13.94 feet, to a point, thence;
6. North 38°29'50" East, a distance of 102.49 feet, to the POINT OF BEGINNING, having an area
of 4,859 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor of the
District of Columbia for assessment and taxation purposes as Lot 1007 in Square 5865.

Legal Description 2
AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot numbered 288,
in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same is set forth on that certain
Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page 106 among the Records of the
Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of Sumner Road,
S.E. (60’ Record width), and the eastern 50 -foot right-of-way line of Firth Stirling Road SE (50 - Record
Width) and thence running along and binding with the said southern right -of-way line of Sumner Road, SE
the following course and distance,
i. South 51° 30’ 10” East, a distance of 248.31 feet to a point, thence leaving the aforementioned right-
of-way line the following course and distance
ii. South 38° 29’ 50” East, a distance of 10.00 feet to THE TRUE POINT OF BEGINNING ; thence
running along the outline of lot 1008 the following six (6) courses and distances
1. South 51°30'10" East, a distance of 140.47 feet, to a point, thence;
2. South 38°29'50" West, a distance of 55.95 feet, to a point, thence;
3. North 51°30'27" West, a distance of 64.47 feet, to a point, thence;
4. North 38°29'50" East, a distance of 14.00 feet, to a point, thence;
5. North 51°30'10" West, a distance of 76.00 feet, to a point, thence;
6. North 38°29'50" East, a distance of 41.96 feet, to the POINT OF BEGINNING, having an area
of 6,802 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor of the
District of Columbia for assessment and taxation purposes as Lot 1008 in Square 5865.

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot numbered 288,
in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same is set forth on that certain
Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page 106 among the Records of the
Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of Sumner Road,
S.E. (60’ Record width), and the eastern 50 -foot right-of-way line of Firth Stirling Road SE (50 - Record
Width) and thence running along and binding with the said southern right -of-way line of Sumner Road, SE
the following course and distance,
i. South 51° 30’ 10” East, a distance of 388.78 feet to a point, thence leaving the aforementioned right-
of-way line the following course and distance
ii. South 38° 29’ 50” East, a distance of 65.95 feet to THE TRUE POINT OF BEGINNING ; thence
running along the outline of lot 1009 the following six (6) courses and distances
1. South 38°29'50" West, a distance of 146.84 feet, to a point, thence;
2. North 51°30'10" West, a distance of 74.47 feet, to a point, thence;
3. North 38°29'50" East, a distance of 132.83 feet, to a point, thence;
4. South 51°30'10" East, a distance of 10.00 feet, to a point, thence;
5. North 38°29'50" East, a distance of 14.00 feet, to a point, thence;
6. South 51°30'27" East, a distance of 64.47 feet, to the POINT OF BEGINNING, having an area of
10,794 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor of the
District of Columbia for assessment and taxation purposes as Lot 1009 in Square 5865.

Legal Description 3
AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot numbered 288,
in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same is set forth on that certain
Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page 106 among the Records of the
Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of Sumner Road,
S.E. (60’ Record width), and the eastern 50 -foot right-of-way line of Firth Stirling Road SE (50 - Record
Width) and thence running along and binding with the said southern right -of-way line of Sumner Road, SE
the following course and distance,
i. South 51° 30’ 10” East, a distance of 388.78 feet to a point, thence leaving the aforementioned right-
of-way line the following course and distance
ii. South 38° 29’ 50” East, a distan ce of 212.7 9 feet to THE TRUE POINT OF BEGINNING ; thence
running along the outline of lot 1010 the following six (6) courses and distances
1. South 38°29'50" West, a distance of 146.84 feet, to a point, thence;
2. North 51°30'27" West, a distance of 56.47 feet, to a point, thence;
3. North 38°29'50" East, a distance of 14.00 feet, to a point, thence;
4. North 51°30'10" West, a distance of 18.00 feet, to a point, thence;
5. North 38°29'50" East, a distance of 132.83 feet, to a point, thence;
6. South 51°30'10" East, a distance of 74.47 feet, to the POINT OF BEGINNING, having an area of
10,682 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor of the
District of Columbia for assessment and taxation purposes as Lot 1010 in Square 5865.

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot numbered 288,
in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same is set forth on that certain
Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page 106 among the Records of the
Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60-foot right-of-way line of Sumner Road, S.E.
(60’ Record width), and the eastern 50 -foot right-of-way line of Firth Stirling Road SE (50 - Record Width)
and thence running along and binding with the said southern right -of-way line of Sumner Road, SE the
following course and distance,
i. South 51° 30’ 10” East, a distance of 388.78 feet to a point, thence leaving the aforementioned right-
of-way line the following course and distance
ii. South 38° 29’ 50” East, a distance of 359.61 feet to THE TRUE POINT OF BEGINNING ; thence
running along the outline of lot 1011 the following eight (8) courses and distances
1. South 38°29'50" West, a distance of 52.00 feet, to a point, thence;
2. North 51°30'10" West, a distance of 123.79 feet, to a point, thence;
3. North 26°10'10" West, a distance of 56.30 feet, to a point, thence;
4. North 63°49'50" East, a distance of 38.00 feet, to a point, thence;
5. South 26°10'10" East, a distance of 47.76 feet, to a point, thence;
6. South 51°30'10" East, a distance of 58.78 feet, to a point, thence;
7. North 38°29'50" East, a distance of 14.00 feet, to a point, thence;
8. South 51°30'27" East, a distance of 56.47 feet, to the POINT OF BEGINNING, having an area of
7,309 square feet, more or less
NOTE: At the date hereof the above described land is designated on the Records of the Assessor of the
District of Columbia for assessment and taxation purposes as Lot 1011 in Square 5865.
Legal Description 4

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot numbered 288,
in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same is set forth on that certain
Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page 106 among the Records of the
Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of Sumner Road,
S.E. (60’ Record width), and the eastern 50 -foot right-of-way line of Firth Stirling Road SE (50 - Record
Width) and thence running along and binding with the said southern right -of-way line of Sumner Road, SE
the following course and distance,
i. South 51° 30’ 10” East, a distance of 464.78 feet to a point, thence leaving the aforementioned right-
of-way line the following course and distance
ii. South 38° 29’ 50” East, a distance of 10.00 feet to THE TRUE POINT OF BEGINNING ; thence
running along the outline of lot 1012 the following six (6) courses and distances
1. South 51°30'10" East, a distance of 116.00 feet, to a point, thence;
2. South 38°29'50" West, a distance of 41.95 feet, to a point, thence;
3. North 51°30'10" West, a distance of 96.00 feet, to a point, thence;
4. South 38°29'50" West, a distance of 28.00 feet, to a point, thence;
5. North 51°30'10" West, a distance of 20.00 feet, to a point, thence;
6. North 38°29'50" East, a distance of 69.95 feet, to the POINT OF BEGINNING, having an area of
5,432 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor of the
District of Columbia for assessment and taxation purposes as Lot 1012 in Square 5865.

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot numbered 288,
in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same is set forth on that certain
Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page 106 among the Records of the
Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of Sumner Road,
S.E. (60’ Record width), and the eastern 50 -foot right-of-way line of Firth Stirling Road SE (50 - Record
Width) and thence running along and binding with the said southern right -of-way line of Sumner Road, SE
the following course and distance,
i. South 51° 30’ 10” East, a distance of 464.78 feet to a point, thence leaving the aforementioned right-
of-way line the following course and distance
ii. South 38° 29’ 50” East, a distance of 345.62 feet to THE TRUE POINT OF BEGINNING ; thence
running along the outline of lot 1013 the following six (6) courses and distances
1. South 51°30'10" East, a distance of 20.00 feet, to a point, thence;
2. South 38°29'50" West, a distance of 28.00 feet, to a point, thence;
3. South 51°30'10" East, a distance of 96.00 feet, to a point, thence;
4. South 38°29'50" West, a distance of 38.01 feet, to a point, thence;
5. North 51°30'25" West, a distance of 116.00 feet, to a point, thence;
6. North 38°29'50" East, a distance of 66.01 feet, to the POINT OF BEGINNING, having an area of
4,968 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor of the
District of Columbia for assessment and taxation purposes as Lot 1013 in Square 5865.
Legal Description 5

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot numbered 280,
in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same is set forth on that certain
Plat of Subdivision dated March 9, 1942 in Subdivision Book 117 at Page 32 among the Records of the
Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of Sumner Road,
S.E. (60’ Record width), and the eastern 50 -foot right-of-way line of Firth Stirling Road SE (50 - Record
Width) and thence running along and binding with the said southern right -of-way line of Sumner Road, SE
the following course and distance,
i. South 51° 30’ 10” East, a distance of 646.78 feet to a point, thence leaving the aforementioned right-
of-way line the following two courses and distances
ii. South 38° 29’ 50” East, a distance of 110.24 feet to a point, thence;
iii. South 51° 30’ 10” East, a distance of 90.75 to THE TRUE POINT OF BEGINNING ; thence running
along the outline of lot 1014 the following four (4) courses and distances
1. North 38°29'50" East, a distance of 100.24 feet, to a point, thence;
2. South 51°30'10" East, a distance of 90.78 feet, to a point, thence;
3. South 38°21'52" West, a distance of 100.24 feet, to a point, thence;
4. North 51°30'10" West, a distance of 91.00 feet, to the POINT OF BEGINNING, having an area of
9,112 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor of the
District of Columbia for assessment and taxation purposes as Lot 1014 in Square 5865.

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot numbered
288, in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same is set forth on that
certain Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page 106 among the Records
of the Office of the Surveyor of the District of Columbia.

COMMENCING AT A POINT at the intersection of the south 60-foot right-of-way line of Sumner Road,
S.E. (60’ Record width), and the eastern 50-foot right-of-way line of Firth Stirling Road SE (50- Record
Width) and thence running along and binding with the said southern right -of-way line of Sumner Road, SE
the following course and distance,

i. South 51° 30’ 10” East, a distance of 580.78 feet to a point, thence leaving the aforementioned right-
of-way line the following course and distance
ii. South 38° 29 ’ 50” East, a distance of 79.95 feet to THE TRUE POINT OF BEGINNING; thence
running along the outline of lot 1031 the following four (4) courses and distances
1. South 38°29'50" West, a distance of 18.00 feet, to a point, thence;
2. North 51°30'10" West, a distance of 50.00 feet, to a point, thence;
3. North 38°29'50" East, a distance of 18.00 feet, to a point, thence;
4. South 51°30'10" East, a distance of 50.00 feet, to the POINT OF BEGINNING, having an area of
900 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor of the
District of Columbia for assessment and taxation purposes as Lot 1031 in Square 5865.

Legal Description 6
AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot numbered
288, in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same is set forth on that
certain Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page 106 among the Records
of the Office of the Surveyor of the District of Columbia.

COMMENCING AT A POINT at the intersection of the south 60-foot right-of-way line of Sumner Road,
S.E. (60’ Record width), and the eastern 50-foot right-of-way line of Firth Stirling Road SE (50- Record
Width) and thence running along and binding with the said southern right -of-way line of Sumner Road, SE
the following course and distance,

i. South 51° 30’ 10” East, a distance of 580.78 feet to a point, thence leaving the aforementioned right-
of-way line the following course and distance
ii. South 38° 29’ 50” East, a distance of 327.62 feet to THE TRUE POINT OF BEGINNING; thence
running along the outline of lot 1032 the following four (4) courses and distances
1. South 38°29'50" West, a distance of 18.00 feet, to a point, thence;
2. North 51°30'10" West, a distance of 50.00 feet, to a point, thence;
3. North 38°29'50" East, a distance of 18.00 feet, to a point, thence;
4. South 51°30'10" East, a distance of 50.00 feet, to the POINT OF BEGINNING, having an area of
900 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor of the
District of Columbia for assessment and taxation purposes as Lot 1032 in Square 5865.

SUBJECT TO AND TOGETHER WITH a non-exclusive permanent easement as defined in the Geothermal
Facility Joint Use and Easement Agreement by and among District of Columbia Housing Authority, an
independent authority of the District of Columbia (together with its successors and assigns), Barry Farm
Building 1A, LLC, a District of Columbia limited liability company (together with its successors and assigns)
and Barry Farm Flats I LLC, a District of Columbia limited liability company , dated ____________, 2025
and recorded among the Land Records of the District of Columbia.

SUBJECT TO AND TOGETHER WITH a temporary, exclusive easement as defined in the Temporary
Access Easement Agreement (Construction and Staging) by and among District of Columbia Housing
Authority, an independent authority of the District of Columbia (together with its successors and assigns),
and Barry Farm Flats I LLC, a District of Columbia limited liability company , dated ____________, 2025
and recorded among the Land Records of the District of Columbia.

SUBJECT TO AND TOGETHER WITH a temporary, exclusive easement as defined in the Temporary
Access Easement Agreement (Public Right of Way) by and among District of Columbia Housing Authority,
an independent authority of the District of Columbia (together with its successors and assigns), and Barry
Farm Flats I LLC, a District of Columbia limited liability company, dated ____________, 2025 and recorded
among the Land Records of the District of Columbia.
DMPED Council Version
DMPED AHC
KH 1243257.2

AFFORDABLE HOUSING COVENANT
Barry Farm Flats I, ______________________, Washington, DC 20020
THIS AFFORDABLE HOUSING COVENANT (th is “Covenant”) is made as of th is ___day of
__________, 202_ (the “ Effective Date”), by Barry Farm Flats I LLC, a District of Columbia
limited liability company and its successors and assigns (“Developer”) having an address of c/o
Preservation of Affordable Housing, Inc., 2 Oliver Street, Suite 500, Boston, MA 02109, for the
benefit of the District of Columbia, a municipal corporation, acting by and through the Office of
the Deputy Mayor for Planning and Economic Development (the “District”).

RECITALS
R-1. Developer has a leasehold interest in certain real property located in the District of
Columbia as further described in Exhibit A (the “Property”).
R-2. The District has determined to further its public policy of increasing the affordable
housing stock in the District of Columbia and, in particular, on the Property.
R-3. The District and Developer entered into that certain Development Loan Agreement
dated ________________________________, 20__, as the same may be amended whereby the
District and Developer agreed upon the terms under which District agreed to loan funds to the
Developer and for Developer to develop and construct the Project (defined below) and to manage
and lease the Affordable Units to be constructed in the Project.
R-4. The District and Developer desire to set forth herein the terms, restrictions, and
conditions upon which Developer will construct, maintain, sell and/or lease the Affordable Units
in the Project.
NOW THEREFORE, in consideration of the foregoing and other good and valuable
consideration, the District and Developer hereby declare, covenant and agree as follows:
ARTICLE I
DEFINITIONS
For the purposes of this Covenant, the capitalized terms used herein shall have the
meanings ascribed to them below and, unless the context clearly indicates otherwise, shall include
the plural as well as the singular.
Affirmative Fair Housing Marketing Plan: means Developer’s plan for marketing the
rental or initial sale of the Affordable Units, as approved by the Agency pursuant to Section 2.3.
Affordability Period: is defined in Article X.
Affordability Requirement: is the requirement that all of the Residential Units to be
contained in the Project are to be Rental Affordable Units and allocated as follows: (i) 11 of the
BF Rental Flats-DMPED AHC 2
KH 1243257.2
Affordable Units shall be reserved for Households with an Annual Household Income at or below
30% of M FI, (ii) 31 of the Affordable Units shall be reserved for Households with an Annual
Household Income at or below 50% of MFI, (iii) 33 of the Affordable Units shall be reserved for
Households with an Annual Household Income at or below 60% of M FI, and (i v) 15 of the
Affordable Units shall be reserved for Households with an Annual Household Income at or below
80% of MFI.
Affordable Unit: means each Residential Unit that will be used to satisfy the Affordability
Requirement, all of which shall be identified in the Affordable Unit Index.
Affordable Unit Index: is an index of the Affordable Units contained in the Project that
identifies: (i) unit number (or similar identifier) and floor for each Affordable Unit and whether
each Affordable Unit is a Rental Affordable Unit ; (ii) the Designated Affordability Level of each
Affordable Unit; (iii) the approximate square footage and number of bedrooms of each Affordable
Unit and a schematic drawing showing the layout of each Affordable Unit; (iv) a listing or schedule
of the standard and upgrade options of finishes, fixtures, equipment, and appliances for all
Residential Units; (v) a listing or schedule of the amenities, services, upgrades, parking, and other
facilities that will be offered as an option at an additional upfront or recurring cost or fee to the
Residential Units; and (vi) residential floor plans showing the location of each Residential Unit.
Affordable Unit Tenant: means a Qualified Tenant who lease(s) a Rental Affordable
Unit.
Agency: means, as of the Effective Date, the D.C. Department of Housing and Community
Development, pursuant to Mayor’s Order 2009-112 (effective June 18, 2009), or such other agency
of the District of Columbia government that may subsequently be delegated the a uthority of the
Mayor to monitor, enforce , or otherwise administer the affordable housing requirements of the
District of Columbia government.
Annual Household Income : means the aggregate annual income of a Household as
determined by using the standards set forth in 24 CFR § 5.609, as may be amended, or as otherwise
set forth by the Agency.
Annual Report: has the meaning given in Section 4.10.
Business Day: means Monday through Friday, inclusive, other than holidays recognized
by the District of Columbia government.
Certification of Income , Affordability and Housing Size : means a certification made
by a Certifying Entity that verifies that (a) the Annual Household Income of a Household meets
the Designated Affordability Level for an applicable Affordable Unit, and (b) the Household meets
the requirements of Section 4.5, in such form as the Agency approves.
Certification of Inspection: means a certification by Developer that it has performed or
caused to be performed an inspection of a Rental Affordable Unit and that, to the best of
Developer’s knowledge, such Rental Affordable Unit is in compliance with all applicable statutory
and regulatory requirements, in such form as the Agency approves.
BF Rental Flats-DMPED AHC 3
KH 1243257.2
Certifying Entity: means an entity or entities approved by the Agency pursuant to Section
2.4.
Conflict: is defined in Section 12.11.
Declaration of Eligibility : means a declaration executed by a Household prior to its
purchase, initial rental or subsequent rent renewal, as applicable, of an Affordable Unit, in a form
approved by the Agency, that shall be given to the Agency, Owner , and the Certifying Entity
representing and warranting the following: (a) the Household is a Qualified Tenant and has
disclosed all of its Annual Household Income to the Certifying Entity and has provided reasonably
satisfactory documentation evidencing such Annual Household Income, (b) the Household’s
Annual Household Income is at or below the Maximum Annual Household Income for the
applicable Affordable Unit, (c) the Household has been informed of its rights and obligations under
this Covenant, (d) the Household intends to occupy the Affordable Unit as its principal residence,
(e) the Household size meets the Occupancy Standard for the Affordable Unit, (f) neither the
Household, nor any person within the Household, has an ownership interest in any other residential
real property or residential cooperative or, if they do, they will divest such interest and will provide
satisfactory proof of the same to the Agency before closing on the purchase of or signing lease for
the Affordable Unit and (g) any other reasonable and customary representations requested by the
Agency.
Designated Affordability Level : means the percentage of M FI assigned to each
Affordable Unit and used to determine the Maximum Annual Household Income for prospective
Qualified Tenants, as applicable.
Developer: is identified in the preamble of this Covenant.

Federal Affordability Restrictions: is defined in Section 12.11.
Household(s): means all persons who will occupy the Affordable Unit, including the
purchaser’s or tenant’s, as applicable, spouse or domestic partner, all children under eighteen (18)
years of age , and all other persons over eighteen (18) years of age who will be occupying the
Affordable Unit. A Household may be a single family, one (1) person living alone, two (2) or
more families living together, or any other group of related or unrelated persons who share living
arrangements as allowable by this Covenant.
Housing Cost: means (a) for Rental Affordable Units, the total monthly payments for rent
and Utilities, less any rental subsidies paid on behalf of that Household, and (b) for For Sale
Affordable Units, the total monthly mortgage payments, property tax, hazard insurance, if
applicable, Utilities and condominium or homeowner fees required for purchase and occupancy.
Housing Locator Website : means a website established or designated by the Agency
pursuant to the Affordable Housing Clearinghouse Directory Act of 2008, effective August 15,
2008 (D.C. Law 17-215; D.C. Official Code § 42-2131, et seq.).
HUD: means the United States Department of Housing and Urban Development.
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Land Records: means the real property records for the District of Columbia located in the
Recorder of Deeds.
Maximum Allowable Rent: is defined in Section 4.4.2.
Maximum Annual Household Income : is the maximum permitted Annual Household
Income of a Household occupying an Affordable Unit as indicated on the then-current Rent and
Price Schedule.
MFI: means the median family income for a household of four persons in the “Washington
Metropolitan Statistical Area” as periodically published by HUD, and adjusted for Household size
without regard to any adjustments made by HUD for the purposes of the programs it administers.
MFI is also known as Area Median Income or AMI.
Minimum Annual Household Income: is the minimum Annual Household Income of a
Household occupying a Rental Affordable Unit as indicated on the then- current Rent and Price
Schedule.
Mortgage: means a mortgage, deed of trust, mortgage deed, or such other classes of
instruments as are commonly given to secure a debt under the laws of the District of Columbia.
OAG: means the Office of the Attorney General for the District of Columbia.
Occupancy Standard: means the minimum number of individuals in a Household
permitted to occupy any given Affordable Unit, as identified in the following chart:

Affordable Unit Size
(Number of Bedrooms)
Minimum Number of
Individuals in a Household
Studio/Efficiency 1
1 1
2 2
3 3
4 4
5 5
6 6

Over-Income Tenant: means a tenant of a Rental Affordable Unit who, at the time of
execution of the lease qualified as an Affordable Unit Tenant, but, at the time of lease renewal, has
an Annual Household Income greater than one hundred forty percent (140%) of the applicable
Maximum Annual Household Income for the applicable Rental Affordable Unit.
Owner: means, in the context of Rental Affordable Units, Developer.
Person: means any individual, corporation, limited liability company, trust, partnership,
association, or other legal entity.
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Project: means the structures, landscaping, hardscape, and site improvements to be
constructed or placed on the Property.
Property: is defined in the Recitals.
Qualified Tenant : means a Household that (i) at the time of leasing, has an Annual
Household Income, as certified by the Certifying Entity, less than or equal to the Maximum Annual
Household Income for the applicable Affordable Unit and at subsequent lease renewals, is not an
Over-Income Tenant, (ii) shall occupy the Affordable Unit as its principal residence during its
lease of such Affordable Unit, (iii) shall not permit occupancy of the Affordable Unit by any other
Person, except with the prior written consent of the A gency, (iv) shall use and occupy the
Affordable Unit as an Affordable Unit subject to the Affordability Requirement and this Covenant,
and (v) shall occupy the Affordable Unit within the Occupancy Standard.
Re-Entry Plan: means Developer’s plan for selecting Qualified Tenants for the rental or
initial sale of the Affordable Units, as approved by the Agency pursuant to Section 2.3
Rent and Price Schedule : means for the purposes of the Maximum Annual Household
Income and Maximum Allowable Rent or Carrying Charge, the rent and income limits for the
applicable MFI level, as in accordance with the Low-Income Housing Tax Credit program under
Section 42 of the Internal Revenue Code. For purposes of Minimum Household Income, it means
the Rent and Price Schedule published in the D.C. Register in accordance with the Inclusionary
Zoning Implementation Amendment Act of 2006 (D.C. Law 16- 275; D.C. Official Code § 6-
1041.01 et seq.), as amended.

Rental Affordable Unit: means an Affordable Unit that shall be leased to a Qualified
Tenant.
Rental Affordable Unit Lease Rider: is that certain lease rider, which is attached to this
Covenant as Exhibit B and incorporated herein, as the same may be amended from time to time
with the written approval of the Agency.
Rental Subsidy: is defined in Section 2.1.
Replacement Units: means an Affordable Unit intended to serve as a replacement unit for
former tenants of Barry Farm Dwellings and Wade Road Apartments who have a priority right to
return in accordance with the District of Columbia Housing Authority (“ DCHA”) Resolution 16-
06 adopted by the DCHA Board of Commissioners on March 9, 2016. The Project includes 42
Replacement Units.
Residential Unit: means an individual residential unit constructed as part of the Project.

Subsidy Unit: is defined in Section 2.1.
Utilities: means water, sewer, electricity, natural gas, trash, and any other fees required by
Developer, property manager, or condominium or homeowners’ association in order to occupy the
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Affordable Unit, including, but not limited to , mandatory amenity or administrative fees. The
applicable utility allowance for tenant-paid Utilities will be based on the utility allowance schedule
published by the District of Columbia Housing Authority.
ARTICLE II
AFFORDABILITY REQUIREMENT
2.1 Requirement of Affordability. Developer shall construct, reserve, maintain and lease as
Rental Affordable Units, that number of Affordable U nits that are required by the Affordability
Requirement. Rents for Rental Affordable Units required to be leased to households with a
Maximum Annual Household Income of 30% and 50% of MFI (the “ Subsidy Units”) are
subsidized by a Section 8 Project B ased Voucher Contract (the “Rental Subsidy”). In the event
that Rental Subsidy is not provided for any or all of the Subsidy Units, as such units become vacant
Developer may increase the Maximum Annual Household Income for such units up to 80% of MFI
and the Maximum Allowable Rent will be increased accordingly , to the extent permissible under
rules and regulations applicable to the average income minimum set aside for the federal low income
housing tax credit program.
2.2 Affordable Unit Standards and Location.
2.2.1 Affordable Unit Index . As of the Effective D ate, District has approved the
Affordable Unit Index, which is attached hereto as Exhibit C . Developer shall not amend or
modify the Affordable Unit Index, except to the extent permitted under Section 4.6.6, without the
Agency’s prior written approval, which shall not be unreasonably withheld, conditioned, or
delayed. Any such approved amendment or modification as a result of re- designations of
Residential Units under Section 4.6.6 shall be recorded in the Land Records as an amendment to
this Covenant, at such time as determined by the Agency.
2.2.2 [Intentionally Omitted.]
2.3 Marketing Affordable Units.
2.3.1 Marketing Plan. Developer shall submit to the Agency an Affirmative Fair Housing
Marketing Plan and Re-Entry Plan that set forth its plan for marketing the Affordable Units and
for selecting Households who may be Qualified Tenants , as applicable. The Affirmative Fair
Housing Marketing Plan and Re-Entry Plan shall be subject to the Agency’s prior written approval
and shall be submitted to and approved by the Agency prior to marketing any Affordable Units for
sale or rent. Developer may contract with the Certifying Entity to implement the Affirmative Fair
Housing Marketing Plan and Re-Entry Plan.
2.3.2 Housing Locator . When an Affordable Unit , other than a Replacement Unit
becomes available for rent or for sale, Owner shall register the Affordable Unit on the Housing
Locator Website and indicate the availability of such Affordable Unit and the application process
for the Affordable Unit.
2.4 Certifying Entity. Each Owner shall select a Certifying Entity, which shall be subject to
the Agency’s prior written approval, not to be unreasonably withheld, conditioned, or delayed.
Owner may contact the Agency with questions and information about the selection of a Certifying
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Entity. The C ertifying Entity shall review documentation and verify a Household’s Annual
Household Income and Household’s size in order to determine whether that Household is a
Qualified Tenant for the subject Affordable Unit. If a Household is determined to be a Qualified
Tenant , the Certifying Entity shall issue a Certification of Income, Affordability and Housing Size
for the subject Household.
ARTICLE III
USE
3.1 [Intentionally Omitted.]
3.2 Demolition/Alteration. Owner shall maintain, upkeep, repair , and replace interior
components (including fixtures, appliances , flooring, and cabinetry) of the Affordable Unit with
interior components of equal or better quality than those interior components being replaced.
Owner shall not demolish or otherwise structurally alter an Affordable Unit or remove fixtures or
appliances installed in an Affordable Unit other than for maintenance and repair without the prior
written approval of the Agency, which approval shall be in the sole discretion of the Agency.
ARTICLE IV
RENTAL OF AFFORDABLE UNITS
4.1 Lease of Rental Affordable Units . In the event the Project contains Rental Affordable
Units, Developer shall reserve, maintain , and lease the Rental Affordable Units to Qualified
Tenants (a) in accordance with this Covenant and (b) except as permitted under Section 4.6.7, at a
rental rate at or below the Maximum Allowable Rent.
4.2 Rental Affordable Unit Lease Requirements.
4.2.1 Form of Lease. To lease a Rental Affordable Unit to a Qualified Tenant, Developer
shall use a lease agreement to which is attached and incorporated a Rental Affordable Unit Lease
Rider. The Rental Affordable Unit Lease Rider shall be executed by Developer and each Qualified
Tenant prior to the Qualified Tenant’s occupancy of the Rental Affordable Unit. Any occupant of
the Rental Affordable Unit who is eighteen (18) years or older shall be a party to the lease
agreement and shall execute the Rental Affordable Unit Lease Rider.

4.2.2 Effectiveness of Lease. The lease of a Rental Affordable Unit shall only be effective
if a Rental Affordable Unit Lease Rider, a Certification of Income, Affordability and Housing Size
and a Declaration of Eligibility are attached as exhibits to the lease agreement. Failure to attach
the foregoing shall be deemed a default by Developer under this Covenant.

4.2.3 Developer to Maintain Copies. Developer shall maintain or cause to be maintained
copies of all initial and renewal leases executed with Qualified Tenants for a period of no less than
five (5) years from the expiration or termination of such lease.
4.2.4 Replacement Units. Notwithstanding any provision of this Covenant, Developer
agrees that the leasing criteria for the Replacement Units will be no more stringent than those set
forth in the Re-Entry Plan. Developer shall require that the property manager adhere to the leasing
criteria for the Replacement Units.
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4.3 Rental Affordable Unit Admissions Process.
4.3.1 Referrals. Developer may obtain referrals of prospective tenants of Rental
Affordable Units from federal and District of Columbia agencies, provided such referrals comply
with the requirements of this Covenant. In all events, before a prospective tenant leases a Rental
Affordable Unit , a Certifying Entity shall certify the prospective tenant’s Annual Household
Income, Household size and Housing Costs for the applicable Rental Affordable Unit.
4.3.2 Consideration of Applicants . Developer shall select Qualified Tenants in
accordance with the Re-Entry Plan.
4.3.3 Rejection of Applicants. In connection with the leasing of a Rental Affordable Unit,
Developer may reject any applicant if, after diligent review of such applicant’s application,
Developer determines in good faith that such applicant does not meet Developer’s criteria to lease
or occupy a Rental Affordable Unit, provided such criteria do not violate applicable District of
Columbia and federal laws. In the event any rejected applicant raises an objection or challenges
Developer’s rejection of such applicant, Developer shall be solely responsible for ensuring that its
rejection of such applicant is not in violation of federal law and/or the D.C. Human Rights Act,
D.C. Official Code § 2- 1400 et seq . Developer shall provide the Agency with all documents
evidencing Developer’s review and rejection of an applicant, upon the request of the Agency.
4.3.4 Determination of Eligibility. Each tenant seeking to occupy a Rental Affordable
Unit shall have its Annual Household Income and Household eligibility verified by , and shall
obtain a Certification of Income, Affordability and Housing Size from, the Certifying Entity prior
to leasing such unit.
4.4 Initial Rental Affordable Unit Lease Terms.

4.4.1 Term. The initial term of any Rental Affordable Unit lease agreement shall be for
a period of one (1) year.
4.4.2 Establishment of Maximum Rent . The maximum allowable monthly rent paid
directly by a tenant, without taking into account any amounts paid pursuant to a Section 8 contract,
local rent supplement program contract, or similar rental subsidy (“Maximum Allowable Rent”)
for each Rental Affordable Unit shall be determined by the then-current Rent and Price Schedule.
4.5 Determination of Income and Hous ehold Size. The Annual Household Income for a
prospective tenant of a Rental Affordable Unit shall be determined as of the date of the lease and
any lease renewals for such Rental Affordable Unit. The Certifying Entity shall determine whether
(a) the Household’s Annual Household Income is less than the M aximum Annual Household
Income for the applicable Rental Affordable Unit ; and (b) the Hous ehold meets the Occupancy
Standard for the applicable Rental Affordable Unit.
4.6 Subsequent Lease Years
4.6.1 Establishment of Maximum Allowable Rent . The Maximum Allowable Rent for
lease years after the first lease year shall be determined by the then -current Rent and Price
Schedule.
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4.6.2 Renewal by Affordable Unit Tenant. For each Affordable Unit Tenant who intends
to renew its residential lease, Developer shall obtain the following: (i) a Declaration of Eligibility
from each such Affordable Unit Tenant and (ii) a Certification of Income , Affordability and
Housing Size completed by the Certifying Entity, each dated no earlier than ninety (90) days prior
to the anniversary of the first day of the applicable residential lease. Developer shall not permit a
renewal of an Affordable Unit Tenant’s lease unless the Affordable Unit Tenant has provided
Developer with these documents as required herein and the tenant is determined to be a Qualified
Tenant. If the Affordable Unit Tenant fails to provide such documents, Developer shall treat such
tenant as an Over-Income Tenant, and Developer shall designate another Residential U nit as a
Rental Affordable Unit in accordance with Section 4.6.6.
4.6.3 Annual Recertification of Tenants . Within fifteen (15) days after receipt of an
Affordable Unit Tenant’s renewal documents at annual recertification, the Certifying Entity shall
determine whether the Affordable Unit Tenant remains eligible pursuant to Section 4.5 for the
subject Rental Affordable Unit and notify Affordable Unit Tenant of the same. A ny Affordable
Unit Tenant who is a Qualified Tenant at recertification will be eligible to remain in the Rental
Affordable Unit and to renew his/her lease at the then -current lease rate for the particular Rental
Affordable Unit.
4.6.4 Annual Recertification of Under Income Tenants. Upon annual recertification, any
Affordable Unit Tenant whose Annual Household Income is less than the Minimum Annual
Household Income for the subject Rental Affordable Unit, may elect either to (i) remain in the
Rental Affordable Unit paying rent, as established by the Owner, up to the then-current Maximum
Allowable Rent for the subject Rental Affordable Unit or (ii) vacate the Rental Affordable Unit at
the end of the tenant’s lease term.
4.6.5 Annual Recertification of Over-Income Tenants. Upon annual recertification, if an
Affordable Unit Tenant is an Over-Income Tenant, then the Over -Income Tenant may elect to
remain in the Rental Affordable Unit and pay the rent applicable to a higher Designated
Affordability Level, if a higher Designated Affordability Level exists for the Property, for which
the Over-Income Tenant’s Annual Household Income qualifies, whereupon Developer shall
change the Designated Affordability Level of the Rental Affordable Unit to the higher Designated
Affordability Level pursuant to Section 4.6.6. If Developer is unable to change the Designa ted
Affordability Level of the Rental Affordable Unit then the Over-Income Tenant may remain in its
current unit at the current Designated Affordability Level.
4.6.6 Changes to Unit Location. Developer may only change the designation of a
Rental Affordable Unit to a new Designated Affordability Level to allow an Over-Income Tenant
to remain in the unit. Following any change in designation of a Rental Affordable Unit to a higher
Designated Affordability Level. Developer shall designate, as expeditiously as possible, the next
available Rental Affordable Unit at that same higher Designated Affordability Level of similar
size and location in the Property to the low er Designated Affordability Level from which the
original Rental Affordable Unit had been changed in order to bring the Property in conformity
with the Affordability Requirement.
4.6.7 Rent from Subsidies. Nothing herein shall be construed to prevent Developer from
collecting rental operating subsidy or rental -related payments from any federal or District of
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Columbia agency paid to Developer and/or an Affordable Unit Tenant, or on behalf of an
Affordable Unit Tenant, to the extent receipt of such payment is otherwise in compliance with the
requirements of this Covenant. So long as Developer is in compliance with the requirement that a
Qualified Tenant is paying no more than fifty percent (50%) of its Annual Household Income
toward Maximum Allowable Rent , any rental operating subsidy or rental -related payments
received by Developer for that Qualified Tenant , together with the Qualified Tenant’s payment,
may exceed the Maximum Allowable Rent for the applicable Affordable Unit.
4.7 No Subleasing of Rental Affordable Units. An Affordable Unit Tenant may not sublease
any portion of its Rental Affordable Unit or assign its lease to any other Household and Developer
shall not knowingly allow such Rental Affordable Unit to be subleased, except with the Agency’s
prior written consent, in the Agency’s sole and absolute discretion. This prohibition includes short-
term renting to, or permitting occupancy by, Persons who are not included in an Affordable Unit
Tenant’s Household, of all or a portion of the Affordable Unit, either directly or through services
such as AirBnb or other rental agency providers.
4.8 Representations of Affordable Unit Tenant. By execution of a lease for a Rental
Affordable Unit, each Affordable Unit Tenant shall be deemed to represent and warrant to the
Agency and Developer, each of whom may rely thereon, that the Affordable Unit Tenant meets,
and will continue to meet, all eligibility requirements contained in this Covenant for the rental of
a Rental Affordable Unit.
4.9 Representations of Developer. By execution of a lease for a Rental Affordable Unit,
Developer shall be deemed to represent and warrant to the Agency, which may rely on the
following, that: (i) the Household is determined to be a Qualified Tenant by the Certifying Entity,
and (ii) except to the extent permitted under Section 4.6.7, Developer is not collecting more than
the Maximum Allowable Rent.
4.10 Annual Reporting Requirements. Beginning with the first occupancy of any Affordable
Unit, Developer shall provide an annual report ( “Annual Report”) to the Agency regarding the
Rental Affordable Units, which shall be submitted on each anniversary date of the Effective Date
of this Covenant. The Annual Report shall include the following:
(a) the number and identification of the Rental Affordable Units, by bedroom count, that
are occupied;
(b) the number and identification of the Rental Affordable Units, by bedroom count, that
are vacant;
(c) for each Rental Affordable Unit that is vacant or that was vacant for a portion of the
reporting period, the manner in which the Rental Affordable Unit became vacant (e.g. eviction or
voluntary departure) and the progress in re-leasing that unit;
(d) for each occupied Rental Affordable Unit, the names and ages of all persons in the
Household, the Household size, date of initial occupancy, and total Annual Household Income as
of the date of the most recent Certification of Income, Affordability and Housing Size;
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(e) a sworn statement that, to the best of Developer ’s information and knowledge, the
Household occupying each Rental Affordable Unit meets the eligibility criteria of this Covenant;
(f) a copy of each Certification of Income , Affordability and Housing Size received by
Developer during the previous year for each Household renting a Rental Affordable Unit;
(g) a copy of each Declaration of Eligibility received by Developer during the previous
year for each Household renting a Rental Affordable Unit;
(h) a copy of each inspection report and Certification of Inspection for e ach Rental
Affordable Unit; and
(i) a copy of all forms, policies, procedures, and other documents reasonably requested by
the Agency related to the Rental Affordable Units.
The Annual Reports shall be retained by Developer for a minimum of five (5) years after
submission and shall be available, upon reasonable notice, for inspection by the Agency or its
designee. Notwithstanding anything contained herein to the contrary, in the event that Developer
provides a report to an agency within the District government with content substantially similar to
the content of the Annual Reports described in this section, subject to the Agency’s prior written
approval, then the reporting requirements under this section shall be satisfied upon Developer’s
delivery of such report to the Agency. The Agency may request Developer to provide additional
information in support of its Annual Report.
4.11 Confidentiality. Except as may be required by applicable law, including, without
limitation to, the District of Columbia Freedom of Information Act of 1976, D.C. Code § 2-531 et
seq., Developer, the Certifying Entity and the Agency shall not disclose to third parties the personal
information of the Households, including the identity of the Households, submitted as a part of the
Annual Report.
4.12 Inspection Rights. The Agency or its designee shall have the right to inspect the Rental
Affordable Units, upon reasonable advance notice to Developer and subject to the rights of tenants.
If Developer receives such notice, Developer shall, in turn, give reasonable advance notice of the
inspection to the tenant(s) occupying the specific Rental Affordable Unit(s). The Agency or its
designee shall have the right to inspect a random sampling of the Rental Affordable Units to
confirm that the units are in compliance with applicable statutory and regulatory housing
requirements and as otherwise permitted under this Covenant . The Agency or its designee shall
have the right to conduct audits of a random sampling of the Rental Affordable Units and
associated files and documentation to confirm compliance with the requirements of this Covenant.

ARTICLE V
[Intentionally Omitted]

ARTICLE VI
DEFAULT; ENFORCEMENT AND REMEDIES
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6.1 Default; Remedies. In the event Owner, Affordable Unit Tenant, a Person or a Household
defaults under any term of this Covenant and does not cure such default within thirty (30) days
following written notice of such default from the Agency, the District shall have the right to seek
specific performance, injunctive relief and/or other equitable remedies against the defaulting party,
including compelling the re-sale or re-leasing of an Affordable Unit and the disgorgement of rents
and sale proceeds in excess of the rental rates and sale prices permitted hereunder plus ten percent
(10%) of such excess amount, for defaults under this Covenant.
Developer’s investor member shall be given notice of and shall have the right but not the obligation
to cure, any alleged default by Developer.
6.2 No Waiver. Any delay by the Agency in instituting or prosecuting any actions or
proceedings with respect to a default hereunder, in asserting its rights or pursuing its remedies
hereunder shall not operate as a waiver of such rights.
6.3 Right to Attorney’s Fees. If the District shall prevail in any such legal action to enforce
this Covenant, then Owner, Affordable Unit Tenant , Person or Household against whom the
District prevails, shall pay District all of its costs and expenses, including reasonable attorney fees,
incurred in connection with District efforts to enforce this Covenant. If OAG is counsel for the
District in such legal action, the reasonable attorney fees shall be calculated based on the then
applicable hourly rates established in the most current adjusted Laffey matrix prepared by the Civil
Division of the United States Attorney’s Office for the District of Columbia and the number of
hours employees of OAG prepared for or participated in any such action.
ARTICLE VII
COVENANTS BINDING ON SUCCESSORS AND ASSIGNS
This Covenant is and shall be binding upon the Property and each Affordable Unit and
shall run with the land as of the Effective Date through the Affordability Period. The rights and
obligations of District, Developer, and their respective successors, heirs, and assigns shall be
binding upon and inure to the benefit of the foregoing parties and their respective successors, heirs,
and assigns; provided however that all rights of District pertaining to the monitoring and/or
enforcement of the obligations of Developer hereunder shall be retained by District, or such
designee of the District as the District may so determine. No s ale, transfer, or foreclosure shall
affect the validity of this Covenant, except as provided in Article VIII.
ARTICLE VIII
MORTGAGES
8.1 Subordination of Mortgages. All Mortgages placed against the Property, or any portion
thereof, shall be subject and subordinate to this Covenant.
8.2 [Intentionally Omitted.]
8.3 Default of Mortgage and Foreclosure.
8.3.1 [Intentionally Omitted.]
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8.3.2 [Intentionally Omitted.]
8.3.3 [Intentionally Omitted.]
8.3.4 [Intentionally Omitted.]
8.3.5 Effect of Foreclosure on this Covenant. In the event of foreclosure or deed in lieu
thereof, this Covenant shall not be released or terminated.
8.4 [Intentionally Omitted.]
ARTICLE IX
AMENDMENT OF COVENANT
Except as otherwise provided herein, neither this Covenant, nor any part hereof, can be
amended, modified or released other than as provided herein by an instrument in writing executed
by a duly authorized official of the Agency on behalf of the District, and by a duly authorized
representative of Owner of such Affordable Unit affected by such amendment . Any amendment
to this Covenant that alters the terms and conditions set forth herein shall be recorded among the
Land Records before it shall be deemed effective.
ARTICLE X
AFFORDABILITY PERIOD
All Affordable Units in the Project shall be sold or leased in accordance with the terms of
this Covenant for the “Affordability Period.” The “Affordability Period” for each Affordable Unit
shall run for ninety-nine (99) years. Notwithstanding the foregoing, this Covenant may be released
and extinguished upon the approval of the Agency, in its sole and absolute discretion.
ARTICLE XI
NOTICES
Any notices given under this Covenant shall be in writing and delivered by certified mail
(return receipt requested, postage pre-paid), by hand, or by reputable private overnight commercial
courier service to the applicable Person at the addresses specified in this Article, or to such other
persons or locations as may be designated by the Agency or Developer from time to time. All
notices to be sent to the Agency shall be sent to the following address:
Director
Department of Housing and Community Development
1800 Martin Luther King Jr. Avenue, SE
Washington, DC 20020
Re: Housing Regulation Administration, Affordable Dwelling Unit Monitoring

All notices to be sent to Developer shall be sent to the address given in the preamble, with
a copy provided to Developer’s investor at the following address: NHT Equity, LLC, NHT 38 Tax
Credit Fund Limited Partnership , 330 Rush Alley, Suite 620, Columbus, OH 43215, Attn: Asset
Management and a copy to Developer’s permanent lender (for so long as such lender shall have a
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mortgage recorded against the property) at the following address: JPMorgan Chase Bank, N.A.,
Post-Closing, P.O. Box 9178, Coppell, Texas 75019- 9011 with copy to Fannie Mae, Attention:
Multifamily Asset Management, Drawer AM, 1100 15th Street , NW, Washington, DC 20005.
All notices to be sent to the Affordable Unit Owner shall be sent to the address on record with the
District of Columbia Office of Tax and Revenue. All notices to be sent to any Affordable Unit
Tenant shall be sent to the unit number referenced in its lease. It shall be the responsibility of the
applicable Person and any successor to the applicable Person to provide the Agency with a current
address. The failure of the applicable Person to provide a current address shall be a default under
this Covenant.
Notices shall be deemed delivered as follows: (i) if hand delivered, then on the date of
delivery or refusal thereof; (ii) if by overnight courier service, then on the next Business Day after
deposit with the overnight courier service; and (iii) if by certified mail (return receipt requested,
postage pre-paid), then on the date of actual delivery or refusal thereof.
ARTICLE XII
MISCELLANEOUS
12.1 Applicable Law: Forum for Disputes. This Covenant shall be governed by, interpreted
under, and construed and enforced in accordance with the laws of the District of Columbia, without
reference to the conflicts of laws provisions thereof. Owner, Affordable Unit Tenants and the
District irrevocably submit to the jurisdiction of the courts of the District of Columbia (including
the Superior Court of the District of Columbia) for the purposes of any suit, action, or other
proceeding arising out of this Covenant or any transaction contemplated hereby. Owner ,
Affordable Unit Tenants, and the District irrevocably and unconditionally waive any objection to
the laying of venue of any action, suit , or proceeding arising out of this Covenant or the
transactions contemplated hereby in the courts of the District of Columbia (including the Superior
Court of the District of Columbia), and hereby further waive and agree not to plead or claim in any
such court that any such action, suit or proceeding brought in any such co urt has been brought in
an inconvenient forum.
12.2 Counterparts. This Covenant may be executed in any number of counterparts, each of
which shall be an original but all of which shall together constitute one and the same instrument.
12.3 Time of Performance . All dates for performance (including cure) shall expire at 5:00
p.m. (Eastern Time) on the performance or cure date. A performance date which falls on a
Saturday, Sunday or District holiday is automatically extended to the next Business Day.
12.4 Waiver of Jury Trial . TO THE EXTENT PERMITTED BY LAW, ALL PARTIES
HERETO WAIVE THE RIGHT TO TRIAL BY JURY IN CONNECTION WITH ANY
LITIGATION ARISING IN RESPECT OF THIS COVENANT OR THE TRANSACTIONS
CONTEMPLATED HEREBY.
12.5 Further Assurances. Each party agrees to execute and deliver to the other party such
additional documents and instruments as the other party reasonably may request in order to fully
carry out the purposes and intent of this Covenant; provided that such additional documents and
instruments do not materially increase the obligations or burdens upon the second party.
BF Rental Flats-DMPED AHC 15
KH 1243257.2
12.6 Severability. If any provision of this Covenant is held to be unenforceable or illegal for
any reason, said provision shall be severed from all other provisions. Said other provisions shall
remain in effect without reference to the unenforceable or illegal provision, unless this construction
would constitute a substantial deviation from the general intent of the parties as reflected in this
Covenant.
12.7 Limitation on Liability. Provided that Owner has exercised reasonable due diligence in
the performance of its obligations and duties herein, no Owner shall be liable in the event a
Household submits falsified documentation, commits fraud, or breaches any representation or
warranty contained in this Covenant. Notwithstanding the foregoing, Owner shall be liable if
Owner has knowledge, or should have knowledge, that a Household submitted falsified
documentation, committed fraud, or breached any represe ntation or warranty contained in this
Covenant.
12.8 Agency Limitation on Liability . Any review or approval by the District or the Agency
shall not be deemed to be an approval, warranty, or other certification by the District or the Agency
as to compliance of such submissions, the Project, any Affordable Unit, or the Property with any
building codes, regulations, standards, laws, or any requirements contained in this Covenant or
any other covenant granted in favor of the District that is filed among the Land Records; or
otherwise contractually required. The District shall incur no liability in connection with the
Agency’s review of any submissions required under this Covenant as its review is solely for the
purpose of protecting the District’s interest under this Covenant.
12.9 No Third Party Beneficiary. Except as expressly set forth in this Covenant, there are no
intended third party beneficiaries of this Covenant, and no Person other than District shall have
standing to bring an action for breach of or to enforce the provisions of this Covenant.
12.10 Representations of Developer. As of the date hereof, Developer hereby represents and
warrants to District as follows:
(a) This Covenant has been duly executed and delivered by Developer, and constitutes the
legal, valid , and binding obligation of Developer , enforceable against Developer , and its
successors and assigns, in accordance with its terms;
(b) Neither the entering into of this Covenant nor performance hereunder will constitute
or result in a violation or breach by Developer of any agreement or order which is binding on
Developer; and
(c) Developer (i) is duly organized, validly existing and in good standing under the laws
of its jurisdiction of organization and is qualified to do business and is in good standing under the
laws of the District of Columbia; (ii) is authorized to perform under this Covenant; and (iii) has all
necessary power to execute and deliver this Covenant.
12.11 Federal Affordability Restrictions . In the event the Property is encumbered by other
affordability restrictions (“Federal Affordability Restrictions”) as a result of federal funding or
the issuance of Low -Income Housing Tax Credits for the Project, it is expressly understood and
agreed that in the event the requirements in this Covenant would cause a default of or finding of
non-compliance (“Conflict”) with the Federal Affordability Restrictions during the compliance
BF Rental Flats-DMPED AHC 16
KH 1243257.2
period for the Federal Affordability Restrictions, then the requirements of the Federal Affordability
Restrictions shall control to the extent of the Conflict. In all other instances, the requirements of
this Covenant shall control.

[Signatures on Following Pages]

BF Rental Flats-DMPED AHC 17
KH 1243257.2
IN WITNESS WHEREOF, District has executed this Covenant effective as of the date first
written above.
BORROWER:

BARRY FARM FLATS LLC,
a District of Columbia limited liability company

By: BARRY FARM FLATS I MANAGER LLC,
a District of Columbia limited liability company,
its Managing Member

By: PRESERVATION OF AFFORDABLE HOUSING, INC.,
an Illinois not-for-profit corporation,
its Manager

By:
Name: Aaron Gornstein
Its: President and CEO

BORROWER NOTARY BLOCK :

COMMONWEALTH OF MASSACHUSETTS
COUNTY OF __________________________, SS:
On this _________ day of ______ , 20__ , before me, the undersigned notary public, personally
appeared Aaron Gornstein, the President and CEO of Preservation of Affordable Housing, Inc., an
Illinois not-for-profit corporation, the manager of Barry Farm Flats I Manager LLC, a District of
Columbia limited liability company, the managing member of Barry Farm Flats I LLC, a District
of Columbia limited liability company , proved to me through satisfactory evidence of
identification, which were __________________________ , to be the person whose name is
signed on the preceding or attached document, and acknowledged to me that (he) (she) signed it
voluntarily for its stated purpose.
WITNESS my hand and official seal.
________________________________
Notary Public
(SEAL)

My Commission expires: _____________

BF Rental Flats-DMPED AHC 18
KH 1243257.2
APPROVED AND ACCEPTED THIS ______ DAY OF ______________, 202_:

DISTRICT OF COLUMBIA, by and through
the Office of the Deputy Mayor for Planning
and Economic Development

By:
Name:
Title: Deputy Mayor

LEGAL REVIEW

By: ___________________________
Office of the General Counsel

District of Columbia, ss:

I, ___________________, a Notary Public in and for the District of Columbia, do here by
certify that _________________________, the Deputy Mayor for Planning and Economic
Development, on behalf of the District of Columbia, personally appeared before me in said
jurisdiction, and, being personally known to me (or satisfactorily proven) to the person whose
name is subscribed to the foregoing Affordable Housing Covenant, and that he/ she, in such
capacity, being authorized to do so, executed the foregoing instrument for the purposes therein
contained, and acknowledged the same to be the act and deed of the District of Columbia.

Given under my hand and seal this _______ day of __________________, 20____.

______________________________
Notary Public, D.C.

My commission expires: _______________________

KH 1243257.2
EXHIBIT A
Legal Description of Property
[See attached]

20
KH 1243257.2
EXHIBIT B
Rental Affordable Unit Lease Rider

This Rental Affordable Unit Lease Rider (“Rider”) is attached to and incorporated into the lease dated
(“Lease”) between (“Resident” or “You”) and , as Management Agent (“Manager”)
for (“Owner”) for Affordable Unit number (“Premises”), located at , Washington DC
.

In consideration of the mutual covenants set forth in the Lease and below, you agree that your use and
possession of the Premises is subject to the terms and conditions set forth in the Lease and the following
terms and conditions, which are in addition to and supplement the Lease:
AFFORDABLE UNIT: Resident acknowledges that the Premises is subject to that certain Affordable
Housing Covenant between Owner and the District of Columbia dated ___________________, 20 __, as
may be subsequently amended, (the “Affordable Housing Covenant”). The Premises is currently designated
as an Affordable Unit, which requires the Resident’s household income to be less than or equal to [____]
of the median family income (MFI) or area median income (AMI).

DEFINED TERMS: Those terms not specifically defined herein shall be assigned the definition provided
in the Affordable Housing Covenant.

ELIGIBILITY: In order for you, as Resident, to be eligible to rent an Affordable Unit, you must be and
remain an “Affordable Unit Tenant” as defined in the Affordable Housing Covenant.

INCOME RECERTIFICATION: No more than ninety (90) days and no less than forty-five (45) days
before each anniversary of the first day of the lease, the Manager shall request that the Resident provide the
Certifying Entity with the following:

(i) an executed Declaration of Eligibility that states that Resident is not an Over -Income Tenant and
is and will continue to occupy the Premises as his/her/their principal residence,

(ii) all information pertaining to the Resident’s household composition and documentation of income
for all household members,

(iii) a release authorizing third party sources to provide relevant information regarding the Resident’s
eligibility for the Affordable Unit, as well as how to contact such sources, and

(iv) any other reasonable and customary representations, information or documents requested by the
Certifying Entity.

Resident shall submit the foregoing listed documentation to the Certifying Entity within fifteen (15) days
of Manager’s request. Within ten (10) days of Certifying Entity’s receipt of the foregoing documentation
and based on the results of the annual income recertification review, Certifying Entity will determine
whether the Resident remains income eligible for the Premises and notify the Resident of his or her
household’s MFI percentage, and (a) if the Resident is no longer income eligible for the Premis es, the
income category for which the Resident is income eligible to lease a unit in the apartment community, or
(b) if the Resident is income eligible for the Premises, provide a Certification of Income, Affordability and
Housing Size completed by the Certifying Entity, verifying that the income of the Resident meets income
eligibility for the Premises.

21
KH 1243257.2
Upon annual recertification, if the Resident remains income eligible for the Premises, the Resident will be
eligible to remain in the Premises at the time of lease renewal and to renew his/her lease at the then-current
lease rate for the Premises. If the Resident’s A nnual Household Income is determined to exceed 140% of
the Maximum Annual Household Income applicable to the Premises, then the Resident shall be deemed an
“Over-Income Tenant” as provided in the Covenant and may either (a) remain in the Premises and pay the
rent applicable to an Affordable Unit at a higher Designated Affordability Level for which the Resident’s
Annual Household Income qualifies, if available at the Property.

Manager will notify Resident of all options (i.e., an Affordable Unit at a different Designated Affordability
Level or a market rate unit) for which Resident is income eligible at least __ days prior to the expiration of
the Resident’s lease term. Prior to the expiration of the Resident’s lease term, the Resident shall notify
Manager in writing of the Resident’s election to either (i) remain in the Premises and pay the rental rate
applicable to the Resident’s then current Designated Affordability Level for which the Resident’s A nnual
Household Income qualifies, if available at the Property , or (ii) vacate the Premises at the end of the
Resident’s Lease term. Resident’s failure to notify Manager of Resident’s election prior to the expiration
of the lease term will be deemed by Manager as Resident’s election to vacate the Premises.

In the event that Resident fails to pay the applicable rental rate or vacate the Premises upon expiration of
the lease term, Manager may pursue an action for eviction of Resident. Resident’s agreement to pay the
applicable rental rate or vacate was a condition precedent to Manager’s initial acceptance of Resident’s
eligibility and Manager has relied on Resident’s agreement. Resident acknowledges and agrees that the
criteria to be income eligible to occupy the Premises is and serves as a District policy and objective, and
that failure to vacate the Premises or pay the applicable rental rate is both a default under the Lease and in
violation of the Affordable Housing Covenant.

PROHIBITION ON SUBLETS AND ASSIGNMENTS: Resident may not sublease all or any portion
of the Premises or assign its lease to any other person, except with the prior written consent of the D.C.
Department of Housing and Community Development, in its sole and absolute discretion. This prohibition
includes short-term renting to, or permitting occupancy by, persons who are not members of Tenant’s
household, of all or a portion of the Premises, either directly or through services such as “AirBnb” or other
rental agency providers.

LEASE EFFECTIVE: The Lease of the Premises shall only be effective if this executed Rider, a
Certification of Income, Affordability and Housing Size, a Declaration of Eligibility are attached as exhibits
to the lease agreement.

____________________________ ________________
Resident Signature Date

____________________________ ________________
Resident Signature Date

____________________________ ________________
Resident Signature Date

22
KH 1243257.2
EXHIBIT C
Affordable Unit Index

Exhibit C

CBE Agreement
1st Amendment to CBE Agreement – Barry Farm Redevelopment
FIRST AMENDMENT
TO CERTIFIED BUSINESS ENTERPRISE
UTILIZATION AND PARTICIPATION AGREEMENT

This First Amendment (this “Amendment”) dated July ____, 2022 to the Certified
Business Enterprise Utilization and Participation Agreement dated May 15, 2019 (the
“CBE Agreement”) between the DISTRICT OF COLUMBIA (the “District” or “D.C.”), a
municipal corporation acting by and through the DISTRICT OF COLUMBIA
DEPARTMENT OF SMALL AND LOCAL BUSINESS DEVELOPMENT
(“DSLBD”), and BARRY FARM REDEVELOPMENT ASSOCIATES LLC, a District
of Columbia limited liability company that includes its designees, successors, or assigns
(“Developer”), is made by and between DSLBD and Developer (together the “Parties”).

Recitals

A. On May 15, 2019, DSLBD entered into the CBE Agreement with the
Developer for “Phase 1” or the demolition of the Barry Farm site, a 35-acre public housing
development bounded by Wade Road, Suitland Parkway, Firth Sterling Avenue and the
Department of Homeland Security in Southeast Washington, DC. The CBE Agreement
referred to the work performed on Phase 1 as “Barry Farm Redevelopment, Infrastructure
and Demolition – Phase 1 Demolition.”

B. The full scope of work for the Barry Farm site is known as the Barry Farm
Redevelopment Project (the “Project”), and it is part of the New Communities Initiative.
The Project will be a mixed-used development serving residents of varying incomes in a
mix of unit types, retail, and service uses. Specifically, the Barry Farm Redevelopment
Project has multiple phases that include demolition, infrastructure, equipping, construction,
and development of townhomes, senior living facilities, apartments, community parks, and
commercial space.

C. The Project will be financed, in part, pursuant to loan agreements entered
into between the Developer and either the District of Columbia Housing Authority and/or
the Deputy Mayor for Planning and Economic Development.

D. The Parties desire to amend the CBE Agreement by removing reference to
it solely pertaining to Phase 1 and/or demolition work of the Barry Farm site. Therefore,
the CBE Agreement is hereby revised to supplant the limited reference to Phase 1 (and/or
only demolition work) with reference to, and the inclusion of, all phases of the Project and
their respective demolition, infrastructure, equipping, construction, and development.

E. Attached as Exhibit A to this First Amendment is the most recent revised
adjusted budget (also known as “Attachment 1”) to the CBE Agreement, which replaces
the amended adjusted budget that DSLBD last approved on, or about, September 24, 2020.

22
1st Amendment to CBE Agreement – Barry Farm Redevelopment

2
F. The Parties desire to further amend the CBE Agreement by updating the
Developer’s contact information for Notices.

G. Capitalized terms used and not defined herein have the meaning set forth in
the CBE Agreement.

NOW, THEREFORE, in consideration of the foregoing, and for such other good
and valuable consideration, the receipt and sufficiency which are hereby acknowledged,
the Parties agree as follows:

1. The CBE Agreement is hereby revised to incorporate all phases of the Barry
Farm Redevelopment Project, including all demolition, infrastructure, equipping,
construction, and development work.

2. The original adjusted budget attached as Attachment 1 to the CBE Agreement
as well as the September 24, 2020 amended budget are hereby deleted in their entirety. The
revised Attachment 1 is attached to this First Amendment as Exhibit A and is hereby
attached to the CBE Agreement in lieu of the original adjusted budget and the amended
September 24, 2020 version.

3. Section 6.2 of the CBE Agreement is hereby revised to update the Developer’s
contact information for Notices with the following:

Barry Farm Redevelopment Associates LLC
c/o Preservation of Affordable Housing, Inc.
2 Olive Street, Suite 500
Boston, MA 02109
Tel: 617-449-0084
Email: generalcounsel@poah.org and assetmanager@poah.org

4. Except as expressly set forth herein, the CBE Agreement remains unamended
and in full force and effect.

5. This First Amendment may be executed in counterparts, each which shall be
deemed an original and all which, taken together, shall constitute one agreement.

[Signatures to follow]
1st Amendment to CBE Agreement – Barry Farm Redevelopment
3
Approved as to legal sufficiency for the District of Columbia Department of Small and
Local Business Development:
BY:
Lorenzo McRae
G
eneral Counsel, DSLBD
AG
REED TO AND EXECUTED THIS _______ DAY OF __________________ 2022
DI
STRICT OF COLUMBIA DEPARTMENT OF SMALL AND LOCAL
BUSINESS DEVELOPMENT
BY:
____________________________
Kristi C. Whitfield
Director
DEVE
LOPER, BARRY FARM REDEVELOPMENT ASSOCIATES LLC,
a District of Columbia limited liability company
B
y: Preservation of Affordable Housing, Inc.,
an Illinois not-for-profit corporation
Its: Managing Member
B
y: ____________________________
Rodger Brown
Managing Director, Real Estate Development
22nd July

Date Submitted: 9.11.25
PROJECT OVERVIEW
Project Name:
Project Owner/Sponsor:
District of Columbia Housing Authority
The Asberry: Barry Farm Building 1B LLC (c/o
Preservation of Affordable Housing Inc)
The Edmonson: Barry Farm Building 1A, LLC (c/o)
Preservation of Affordable Housing Inc)
Hillsdale Flats: Barry Farm Flats I LLC (c/o)
Preservation of Affordable Housing Inc
POAH: 777 North Capitol Street, NE Suite 404,
Washington, DC 20002
DCHA: 300 7th Street, 10th Floor, SW Washington, DC
20024
Developer & Managing Member:
BFRA (c/o Preservation of Affordable Housing)
The Asberry: Barry Farm Building 1B Manager LLC
The Edmonson: Barry Farm Building 1A Manager LLC
Hillsdale Flats: Barry Farm Flats I Manager LLC
Local Ownership Partners: DCHA
DMPED
Lead Architect:
The Asberry: EDG Architects
The Edmonson: Grimm and Parker
Civil Engineer: Bowman Consulting
Landscape Architect: Bradley Site Design
Structural Engineer
Traffic Planner: Jacobs Engineering
Zoning Counsel: Holland and Knight
Advisory Neighborhood CommissioANC 8C
Project Location:
Sumner Rd SE, Eaton Rd SE, and Firth Sterling
SE, Washington, D.C. 20020
Demo and Infrastructure
1200 Sumner Road SE The Asberry
1130 Sumner Rd SE, Washington, D.C. 20020 The Edmondson
1121 Sumner RD SE Washington, D.C. 20020 Hillsdale Flats Phase I1138 Eaton RD SE Washington, D.C. 20020 Hillsdale Flats Phase I
1150 Easton RD SE Washington, D.C. 20020 Hillsdale Flats Phase I
1200 Eaton RD SE Washington, D.C. 20020 Hillsdale Flats Phase I
1149 Sumner RD SE Washington, D.C. 20020 Hillsdale Flats Phase I
1201 Sumner RD SE Washington, D.C. 20020 Hillsdale Flats Phase I1224 Eaton RD SE Washington, D.C. 20020 Hillsdale Flats Phase I
1231 Sumner RD SE Washington, D.C. 20020 Hillsdale Flats Phase I
SOURCES OF FUNDS
Total Per Unit % Total
Permanent Loan 35,468,222 $ 145,960 $ 13%
District Subsidy 63,347,056 $ 260,687 $ 23%
Low-Income Housing Tax
Credit Equity (LIHTC) 138,982,463 $ 571,944 $ 50%
DCHA Equity 21,770,556 $ 89,591 $ 8%
Hope VI Subsidy - $ - $
SQUARE 000, 000, 000, AND 000
GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF SMALL AND LOCAL BUSINESS DEVELOPMENT
LEGAL ENTITY DEVELOPER
XXXXX Street and YYYYYYY Avenue
WASHINGTON, DC
Attachment 1 (Modified)
Barry Farm Redevelopment
PRELIMINARY BUDGET ESTIMATE OF DEVELOPMENT COSTS
Project is located at Sumner Rd SE, Eaton Rd SE, and Firth Sterling SE,

HPAP Subsidy -$ -$
Reinvested Sales Revenue 17,955,004$
73,889$ 6%
Other 300$
1.23$
0%
Total Sources of Funds: 277,523,600$
1,142,072$ 100%
USES of FUNDS TOTAL BUDGET PER UNIT EXCLUSIONS ADJUSTED BUDGET JUSTIFICATION FOR EXCLUSION
Uses - Acquisition
Acquisition Cost 9,800,000$
40,329$ 9,800,000$
-$
DCHA Note for The Asberry and Hillsdale Flats Phase I, no note for the Edmondson.
Recordation/Transfer Tax -$
-$
-$

Uses - Financing Costs
Construction Period Interest 24,269,890$
99,876$ 24,269,890$
-$
Includes construction period interest + negative arbitrage for all three vertical phases
Origination Fee -$
-$
-$

Lender Legal 358,125$
1,474$ 358,125$
-$
Lender + Bond + Trustee fees for all three vertical phases
Uses - Soft Costs
Bank Third-Party Reports 90,000$
370$
90,000$
-$
Lender/investor construction inspection fee for all three vertical phases
DHCD Application Fee 518,191$
2,132$ 518,191$
-$
DHCD fees for all three vertical phases
DHCD, DCHFA, & DCHA Legal Fee 1,452,607$
5,978$ 1,452,607$
-$

Lender Due Diligence 2,401,438$
9,882$ 2,401,438$
-$
Chase Perm/Construction, Investor, Trustee, Fannie and Perm Underwriter Legal Fees for all three vertical phas e
Letter of Credit -$ -$ -$ -$
Lender Construction Servicing Fee -$
-$
-$
-$

Loan Fee 1,528,745$
6,291$ 1,528,745$
-$
origination fee + application fee for all three vertical phases
Mortgage Fees (Permanent Loan) -$
-$
-$

Good Faith Deposit -$
-$
-$
-$

Permits 2,735,114$
11,256$ 2,735,114$
-$
DC Water, DOB, Pepco, DDOT for all three vertical phases
Appraisal 59,300$
244$
59,300$
-$
Appraisal for The Asberry, The Edmondson and Hillsdale Flats Phase I performed through lender
POAHC LeaseUp / Start-Up Costs 770,257$
3,170$ 770,257$
-$
Developer performing this work through its affiliate entity, POAH Communities LLC
DCHFA Financing Fees 6,593,050$
27,132$ 6,593,050$
-$
Includes; DCHFA Construction Monitoring Fee, Finacning fee, issuer fee for short term and long term bonds, a n
Financing/Soft Cost Contingency 1,240,946$ 5,107$ 1,061,226$ 179,720$
Development Fee 28,761,511$
118,360$ 28,761,511$
-$

Operating Reserve 3,474,049$
14,296$ 3,474,049$
-$

Replacement Reserve 413,000$
1,700$ 413,000$
-$

Uses - Construction Hard Costs
Net Construction Hard Costs 177,805,426$
731,710$ -$
177,805,426$

Permitting -$
-$
-$
-$

Tap Fee 1,503,909.00$
6,189$ 1,503,909$
-$
Utility Deposits
Roof Shingles -$
-$
-$
-$

Electrical Utility Charges 94,274.00$
388$
94,274$
-$
Trailer, Pepco for Infra 1A
Builder's Risk Insurance - Hard Cost 3,116,858.62$
12,827$ 3,116,859$
-$
includes builders risk insurance cost + GL by Owner
Contingency 9,474,270.34$
38,989$ 7,362,738$
2,111,532$

GC Performance & Payment Bonds 1,475,639.00$
6,073$ 1,475,639$
-$

TOTAL USES 277,936,600$
1,143,772$ 97,839,922$
180,096,678$

Total Project Budget 277,936,600$
Acquisition Exclusions 9,800,000.00$

Total Exclusions 97,839,922$
Soft Costs Exclusions 74,486,503.32$
Adjusted Budget 180,096,678$
$/Unit Hard Costs Exclusions 13,553,418.86$
CBE Minimum
Expenditure 63,033,837$
1,260,677$
Total Exclusions 97,839,922$

Penalty - 10% of CBE Minimum Expenditure 6,303,383.72 Check
-
Approved by: Rosemary Suggs-Evans, Director, Department of Small and Local Business Development
9/15/2025
Exhibit D

First Source Agreement
Page 1 of 11First Source Employment Agreement, Revised February 15, 2 018
GOVERNMENT OF THE DISTRICT OF COLUMBIA FIRST SOURCE EMPLOYMENT AGREEMENT (2) FOR CONSTRUCTION PROJECTS ONLY GOVERNMENT-ASSISTED PROJECT/CONTRACT INFORMATIONCONTRACT/SOLICITATION NUMBER: ___________________________________________________DISTRICT CONTRACTING AGENCY: ______________________________________________ ______ OFFICER:CONTRACTING ________________________________________________ _________________________________ TOTAL CONTRACT AMOUNT_____________________________________________ DATE CONTRACT GRANT LOAN TAX ABATEMENT OR EXEMPTION LAND TRANSFER LAND DISPOSITION AND DEVELOPMENT AGREEMENT TAX INCREMENT FINANCING ANY ADDITIONAL LEGISLATION, IF YES _______ D.C. CODE#CONTRACTOR WILL MEET THE HIRING OR HOURSGENERALWORKED PERCENTAGES REQUIREMENTS FOR ENTIRE PROJECT OR PER EACH SUBCONTRACTOR EMPLOYER INFORMATIONEMPLOYER NAME:EMPLOYER ADDRESS: CITY: ___________________________ STATE: ________________ ZIP CODE: TELEPHONE NUMBER: FEDERAL IDENTIFICATION NO.: CONTACT PERSON: _______________________________________________________________TITLE: ___________ E-MAIL:____________________________________TELEPHONE NUMBER: ______________ CERTIFIED BUSINESS ENTERPRISES CERTIFICATION NUMBER: __________________________D.C.APPRENTICESHIP COUNCIL REGISTRATION NUMBER: _____________________________ARE YOU A SUBCONTRACTOR YES NO IF YES, NAME OF PRIME CONTRACTOR: _________________________________This First Source Employment Agreement (Agreement), in accordance with Workforce Intermediary Establishment and Reform of the First Source Amendment Act of 2011 (D.C. Official Code §§ 2-219.01– 2.219.05), and relevant provisions of the Apprenticeship Requirements Amendment Act of 2004 (D.C.Official Code § 2-219.03 and § 32-1431) is a required agreement between the District of ColumbiaDepartment of Employment Services (DOES) and EMPLOYER.EMPLOYER, which includes the Beneficiary and all contractors and subcontractors, is working on a contract or project that has received: D.C. Government assistance valued between $300,000 and $5 million dollars, required to make agood faith effort to ensure that 51% of all new hires are District residents. (D.C. Official Code § 2-219(e)(1)(A)) D.C. Government assistance valued at $5 million or more, required to have the following percentageof hours worked in each classification by DC residents; 20% of journey worker hours; 60% of apprentice hours; 51% of skilled laborer hours; 70% of common laborer hours for all jobs created by the Project. (D.C. Official Code §2-219.03 (1A)(A))
Barry FarmDeputy Mayor for Planning and Economic Developm ____PatrickSmith__TELEPHONE NUMBER: 202-674-2637: 12,500,000THIS SECTION TO BE COMPLETED BY THE BENEFICIARY ONLY:TOTAL GOVERNMENT ASSISTED FUNDED AMOUNT: 12,500,000 17/28/2025✔ ✔PROJECT NAME: _______________________________________________________________________Barry Farm-TheHillsdale Flats Phase IPROJECT ADDRESS: ____________________________________________________________________1001 Obama Way, S.E.CITY: ___________________________ STATE: ________________ ZIP CODE: ____________________WashingtonDC 20020PROJECT START DATE: _____________ PROJECT END DATE: _________________12/1/2025_ _1/31/2028_EMPLOYER START DATE: EMPLOYER END DATE: ____________________ Barry FarmFlatsLLCc/o POAH777 N. Capitol Street, NE, Suite 404Washington DC20002240-437-334092-0400249Maia Shanklin RobertsAuthorized Signatorymroberts@poah.org 240-437-3340N/AN/A✔
✔

Page 2 of 11 First Source Employment Agreement, Revised February 15, 2 018
DOES is the first source for recruitment, referral, and placement of new hires or employees for all jobs created by the Government Assisted Project or Contract (Project). EMPLOYER began work on the Project, prior to receipt of an accepted First Source Employment Agreement (Agreement) from DOES, in violation of D.C. Code §2-219.03. In order to continue to work on the Project, Employer shall adhere to the Agreement requirements retroactive to the date that work began and continuing until Project completion. The Parties agree to the terms and conditions of the Agreement as follows: I.
DEFINITIONS The following definitions shall govern the terms used in this Agreement. A.
Apprentice means a worker who is employed to learn an apprenticeable occupation under theterms and conditions of approved apprenticeship standards.B.
Beneficiary means:1.
The signatory to a contract executed by the Mayor which involves any District ofColumbia government funds, or funds which, in accordance with a federal grant or otherwise, the District government administers and which details the number and description of all jobs created by a government-assisted Project for which the beneficiary is required to use the First Source Register; 2.
A recipient of a District government economic development action includingcontracts, grants, loans, tax abatements, land transfers for redevelopment, or tax increment financing that results in a financial benefit of $300,000 or more from an agency, commission, instrumentality, or other entity of the District government, including a financial or banking institution which serves as the repository for $1 million or more of District of Columbia funds. C.
Contracting Agency means any District of Columbia agency that awarded a governmentassisted Project totaling $300,000 or more.D.
Direct labor costs means all costs, including wages and benefits, associated with the hiringand employment of personnel assigned to a process in which payroll expenses are traced tothe units of output and are included in the cost of goods sold. E.
EMPLOYER means any entity awarded a government assisted Project totaling $300,000 ormore, including all individual contractor and subcontractor entities at any tier who workon the Project. F.
First Source Employer Portal is a website consisting of a connected group of static anddynamic web pages with the ability for Employers to enter data using the internet. Thewebsite is accessible by a Uniform Resource Locator (URL) and is maintained by DOES. The website provides reporting information to First Source EMPLOYERS. G.
First Source Register means the DOES Automated Applicant Files, which consists of thenames of DC residents registered with DOES.H.
Good faith effort means an EMPLOYER has exhausted all reasonable means to comply withany affirmative action, hiring, or contractual goal(s) pursuant to the First Source law andAgreement.
Page 3 of 11 First Source Employment Agreement, Revised February 15, 2 018
I.
Government-assisted project or contract (Project) means any construction or non-construction Project that receives funds or resources, valued at $300,000 or more, from the District of Columbia, or funds or resources which, in accordance with a federal grant or otherwise, the District of Columbia government administers, including contracts, grants, loans, tax abatements or exemptions, land transfers, land disposition and development agreements, tax increment financing, or any combination of the aforementioned. J.
Hard to employ means a District of Columbia resident who is confirmed by DOES as:1.
An ex-offender who has been released from prison within the last 10 years;2.
A participant of the Temporary Assistance for Needy Families program;3.
A participant of the Supplemental Nutrition Assistance Program;4.
Living with a permanent disability verified by the Social Security Administration orDistrict vocational rehabilitation program; 5.
Unemployed for 6 months or more in the last 12-month period;6.
Homeless;7.
A participant or graduate of the Transitional Employment Program established by §32-1331; or8.
An individual who qualified for inclusion in the Work Opportunity Tax CreditProgram as certified by the Department of Employment Services. K.
Indirect labor costs means all costs, including wages and benefits, that are part of operatingexpenses and are associated with the hiring and employment of personnel assigned to tasksother than producing products. L.
Jobs means any union and non-union managerial, non-managerial, professional,nonprofessional, technical or nontechnical position including: clerical and sales occupations,service occupations, processing occupations, machine trade occupations, bench work occupations, structural work occupations, agricultural, fishery, forestry, and related occupations, and any other occupations as the Department of Employment Services may identify in the Dictionary of Occupational Titles, United States Department of Labor. M.
New Hire: Individual(s) newly hired by the EMPLOYER to perform work on a governmentassisted Project.N.
Transfer: Existing EMPLOYER employee who has been moved from one Project to anotherProject.O.
Journeyman means a worker who has attained a level of skill, abilities and competenciesrecognized within an industry as having mastered the skills and competencies required for theoccupation. P.
Revised Employment Plan means a document prepared and submitted by the EMPLOYERthat includes the following:1.
A projection of the total number of hours to be worked on the Project by trade;2.
A projection of the total number of journey worker hours, by trade, to be worked onthe Project and the total number of journey worker hours, by trade, to be worked by DC residents; 3.
A projection of the total number of apprentice hours, by trade, to be worked on theProject and the total number of apprentice hours, by trade, to be worked by DC residents;
Page 4 of 11 First Source Employment Agreement, Revised February 15, 2 018
4.
A projection of the total number of skilled laborer hours, by trade, to be worked onthe Project and the total number of skilled laborer hours, by trade, to be worked by DC residents; 5.
A projection of the total number of common laborer hours to be worked on theProject and the total number of common laborer hours to be worked by DC residents; 6.
A timetable outlining the total hours worked by trade over the life of the Project andan associated hiring schedule; 7.
Descriptions of the skill requirements by job title or position, including industry- recognized certifications required for the different positions; 8.
A strategy to fill the hours required to be worked by DC residents pursuant to thisparagraph, including a component on communicating these requirements to contractors and subcontractors and a component on potential community outreach partnerships with the University of the District of Columbia, the University of the District of Columbia Community College, the Department of Employment Services, Jointly Funded Apprenticeship Programs, the District of Columbia Workforce Intermediary, or other government-approved, community-based job training providers; 9.
A remediation strategy to ameliorate any problems associated with meeting thesehiring requirements, including any problems encountered with contractors and subcontractors; 10.
The designation of a senior official from the EMPLOYER(S) or general contractorwho will be responsible for implementing the hiring and reporting requirements;11.
Descriptions of the health and retirement benefits that will be provided to DCresidents working on the Project;12.
A strategy to ensure that District residents who work on the Project receive ongoingemployment and training opportunities after they complete work on the job for whichthey were initially hired and a review of past practices in continuing to employ DC residents from one Project to the next; 13.
A strategy to hire graduates of District of Columbia Public Schools, District ofColumbia public charter schools, and community-based job training providers, andhard-to-employ residents; and 14.
A disclosure of past compliance with the Workforce Act and the Davis-Bacon Act,where applicable, and the bidder or offeror's general DC resident hiring practices onprojects or contracts completed within the last 2 years. Q.
Tier Subcontractor means any subcontractor selected by the primary contractor to performportion(s) or all work related to the trade or occupation area(s) on a Project subject to thisFirst Source Agreement. R.
Washington Metropolitan Statistical Area means the District of Columbia; Virginia Citiesof Alexandria, Fairfax, Falls Church, Fredericksburg, Manassas, and Manassas Park; theVirginia Counties of Arlington, Clarke, Fairfax, Fauquier, Loudon, Prince William, Spotsylvania, Stafford, and Warren; the Maryland Counties of Calvert, Charles, Frederick,
Page 5 of 11 First Source Employment Agreement, Revised February 15, 2 018
Montgomery and Prince Georges; and the West Virginia County of Jefferson. S.
Workforce Intermediary Pilot Program means the intermediary between employers andtraining providers to provide employers with qualified DC resident job applicants. See DCOfficial Code § 2-219.04b. II.
GENERAL TERMS A.
Subject to the terms and conditions set forth herein, DOES will receive the Agreement fromthe Contracting Agency no less than 7 calendar days in advance of the Project start date. Nowork associated with the relevant Project can begin until the Agreement has been accepted by DOES. B.
The Beneficiary and/or EMPLOYER shall require all Project contractors and subcontractors,under a Project receiving government assistance or benefits valued at $300,000 or more, toenter into an Agreement with DOES. C.
Agreement will take affect once beneficiary/Employer awarded contract and start work onthe government assisted Project and no work can begin prior to execution of the Agreementand will be fully effective through the duration, any extension or modifications of the Project and until such time as construction is complete and a certificate of occupancy is issued. D.
If an EMPLOYER began work prior to the execution of a First Source EmploymentAgreement, the EMPLOYER shall cease work on the Project and sign a First SourceEmployment Agreement to be bound by the applicable First Source Employment Agreement requirements, retroactively, from the start of work throughout the duration of the contract. E.
DOES will provide recruitment, referral, and placement services to the EMPLOYER, subjectto the limitations in this Agreement.F.
DOES and the EMPLOYER agree that, for purposes of this Agreement, new hires and jobscreated for the Project (both union and nonunion) include all of EMPLOYER'S job openingsand vacancies in the Washington Metropolitan Statistical Area created for the Project as a result of internal promotions, terminations, and expansions of the EMPLOYER'S workforce, as a result of this Project. G.
This Agreement includes apprentices as defined in D.C. Official Code §§ 32-1401- 1431.DOES will make every effort to work within the terms of all collective bargainingagreements to which the EMPLOYER is a party. The EMPLOYER will provide DOES with written documentation that the EMPLOYER has provided the representative of any collective bargaining unit involved with this Project a copy of this Agreement and has requested comments or objections. If the representative has any comments or objections, the EMPLOYER will promptly provide them to DOES. The EMPLOYER who contracts with the District of Columbia government to perform construction, renovation work, or information technology work with a single contract, or cumulative contracts, of at least $500,000, within a 12-month period will be required to register an apprenticeship program with the District of Columbia Apprenticeship Council as required by DC Code 32-1431. H.
If, during the term of this Agreement, the EMPLOYER should transfer possession of all or aportion of its business concerns affected by this Agreement to any other party by lease, sale, assignment, merger, or otherwise this First Source Agreement shall remain in full force and effect and transferee shall remain subject to all provisions herein. In addition, the
Page 6 of 11 First Source Employment Agreement, Revised February 15, 2 018
EMPLOYER as a condition of transfer shall: 1.
Notify the party taking possession of the existence of this EMPLOYER'S FirstSource Employment Agreement. 2.
Notify DOES within 7 business days of the transfer. This notice will include thename of the party taking possession and the name and telephone of that party's representative. I.
The EMPLOYER and DOES may mutually agree to modify this Agreement. Anymodification shall be in writing, signed by the EMPLOYER and DOES and attached to the original Agreement. J.
To the extent that this Agreement is in conflict with any federal labor laws or governmentalregulations, the federal laws or regulations shall prevail. III.
TRAININGA.
DOES and the EMPLOYER may agree to develop skills training and on-the-job trainingprograms as approved by DOES; the training specifications and cost for such training will be mutually agreed upon by the EMPLOYER and DOES and will be set forth in a separate Training Agreement. IV.
RECRUITMENTA.
The EMPLOYER shall complete the attached Revised Employment Plan that will include theinformation outlined in Section I.P.B.
The EMPLOYER shall register and post all job vacancies with the Job Bank Services ofDOES at www.dcnetworks.org for a minimum of 10 days. Should you need assistance posting job vacancies, please contact Job Bank Services at (202) 698-6001. C.
The EMPLOYER shall notify DOES of all new jobs created for the Project within at least 7business days (Monday - Friday) of the EMPLOYERS’ identification/creation of the newjobs. The Notice of New Job Creation shall include the number of employees needed by job title, qualifications and specific skills required to perform the job, hiring date, rate of pay, hours of work, duration of employment, and a description of the work to be performed. This must be done before using any other referral source. D.
Job openings to be filled by internal promotion from the EMPLOYER'S current workforceshall be reported to DOES for placement and referral, if the job is newly created.EMPLOYER shall provide DOES a Notice of New Job Creation that details such promotions in accordance with Section IV.C. E.
The EMPLOYER will submit to DOES, prior to commencing work on the Project, a list ofCurrent Employees that includes the name, social security number, and residency status of allcurrent employees, including apprentices, trainees, and laid-off workers who will be employed on the Project. All EMPLOYER information reviewed or gathered, including social security numbers, as a result of DOES’ monitoring and enforcement activities will be held confidential in accordance with all District and federal confidentiality and privacy laws and used only for the purposes that it was reviewed or gathered.
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V.
REFERRAL A.
DOES will screen applicants through carefully planned recruitment and training events andprovide the EMPLOYER with a list of qualified applicants according to the number ofemployees needed by job title, qualifications and specific skills required to perform the job, hiring date, rate of pay, hours of work, duration of employment, and a description of the work to be performed as supplied by the EMPLOYER in its Notice of New Job Creation set forth above in Section IV.C. B.
DOES will notify the EMPLOYER of the number of applicants DOES will refer, prior to theanticipated hiring dates.VI.
PLACEMENTA.
EMPLOYER shall in good faith, use reasonable efforts to select its new hires or employeesfrom among the qualified applicants referred by DOES. All hiring decisions are made by theEMPLOYER. B.
In the event that DOES is unable to refer qualified applicants meeting the EMPLOYER’Sestablished qualifications, within 7 business days (Monday - Friday) from the date ofnotification from the EMPLOYER, the EMPLOYER will be free to directly fill remaining positions for which no qualified applicants have been referred. However, the EMPLOYER shall still be required to meet the First Source hiring requirements or hours worked percentages for all jobs created by the Project. C.
After the EMPLOYER has selected its employees, DOES is not responsible for the employees'actions and the EMPLOYER hereby releases DOES, and the Government of the District ofColumbia, the District of Columbia Municipal Corporation, and the officers and employees of the District of Columbia from any liability for employees' actions. VII.
REPORTING REQUIREMENTSA.
EMPLOYER with a single contract valued at $300,000 or more on a Project that receivedgovernment assistance totaling between $300,000 and $5,000,000, a provision that at least 51% ofthe new employees hired to work on the Project shall be District residents. B.
EMPLOYER shall register in the First Source Online Registration and Reporting System forelectronic submission of all monthly Contract Compliance data, weekly certified payrolls andany other documents required by DOES for reporting and monitoring. C.
EMPLOYER shall submit to the Department of Employment Services each month following thestart of the Project a hiring compliance report for the Project that includes the:1.
Number of new job openings created/available;2.
Number of new job openings listed with DOES, or any other District Agency;3.
Number of DC residents hired for new jobs;4.
Number of employees transferred to the Project;5.
Number of DC residents transferred to the Project;6.
Direct or indirect labor cost associated with the project;7.
Each employee’s name, job title, social security number, hire date, residence,and referral source; and 8.
Workforce statistics throughout the entire project tenure.
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D.
EMPLOYER with a single contract valued at $300,000 or more on a Project that receivedgovernment assistance totaling $5 million or more shall meet the following hours workedpercentages for all jobs created by the Project: 1.
At least 20% of journey worker hours by trade shall be performed by DC residents;2.
At least 60% of apprentice hours by trade shall be performed by DC residents;3.
At least 51% of the skilled laborer hours by trade shall be performed by DCresidents; and 4.
At least 70% of common laborer hours shall be performed by DC residents.E.
EMPLOYERS shall provide the following cumulative statistics, that will be used to createthe monthly report, by uploading certified payrolls or payroll data into the LCPtrackerreporting system: 1.
Total Number of journey worker hours worked by DC residents by trade;2.
Number of hours worked by all journey workers by trade;3.
Number of apprentice hours worked by DC residents by trade;4.
Number of hours worked by all apprentices by trade;5.
Number of skilled laborer worker hours worked by DC residents by trade;6.
Number of hours worked by all skilled laborers by trade;7.
 Number of common laborer hours worked by DC residents by trade; and8.
 Number of hours worked by all common laborers by trade.F.
EMPLOYER may “double count” hours for the “hard to employ” up to 15% of total hoursworked by DC Residents; however, a collective bargaining agreement shall not be a basis forwaiver of this requirement. G.
For construction Projects that are not subject to Davis-Bacon law in which certified payrollrecords do not exist, EMPLOYER shall submit monthly documents of workers employed onthe Project to DOES, including DC residents and all employment classifications of hours worked. H.
EMPLOYER may also be required to provide verification of hours worked or hiringpercentages of DC residents, such as internal payroll records for construction Projects that arenot subject to Davis-Bacon. I.
Monthly, EMPLOYER shall submit weekly certified payrolls from all subcontractors at any tierworking on the Project to the Contracting Agency. EMPLOYER is also required to make payroll records available to DOES as a part of compliance monitoring, upon request at job sites. VIII.
FINAL REPORT AND GOOD FAITH EFFORTSA.
With the submission of the final request for payment from the Contracting Agency,the Beneficiary and/or EMPLOYER shall:1.
Report to DOES its compliance with the hiring or hours worked percentagerequirements for all jobs created by the Project, and report the hours that DC residents worked for each trade classifications in each area of the Project; or 2.
Submit to DOES a request for a waiver of the hiring or hours worked percentagerequirements for all jobs created by the Project that will include the following documentation: a.
Documentation supporting EMPLOYER’S good faith effort to comply;b.
Referrals provided by DOES and other referral sources; andc.
Advertisement of job openings listed with DOES and other referral sources.
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B.
DOES may waive or partially waive the hiring or hours worked percentage requirements forjobs created by the Project, and/or the required hours of DC residents for each tradeclassifications, if DOES finds that the Beneficiary or EMPLOYER, including its contractors or subcontractors: 1.
DOES certified that Beneficiary or Employer demonstrated a good faith effort tocomply, as set forth in Section VIII.C.; or 2.
Is located outside the Washington Metropolitan Statistical Area, and none of thecontract work is performed inside the Washington Metropolitan Statistical Area; 3.
The beneficiary published each job opening or part-time work needed for 7 calendardays in a District newspaper of city-wide circulation; and4.
The DOES certified that there are insufficient eligible applicants from the First SourceRegister that possess the skills required by the positions, or the eligible applicants are not available for part-time work or do not have a means to travel to the onsite jobs; or 5.
Beneficiary/Employer entered into a special workforce development training orplacement arrangement with DOES or with the District of Columbia Workforce Intermediary. C.
DOES shall consider documentation of the following when making a determination of agood-faith effort to comply:1.
DOES has certified that there are insufficient numbers of District residents in thelabor market possessing the skills required by the EMPLOYER for the positions created as a result of the Project. 2.
Whether the EMPLOYER posted the jobs on the DOES job website for a minimumof 10 calendar days; 3.
Whether the EMPLOYER advertised each job opening in a District newspaper withcity-wide circulation for a minimum of 7 calendar days; 4.
Whether the EMPLOYER advertised each job opening in special interest publicationsand on special interest media for a minimum of 7 calendar days; 5.
Whether the EMPLOYER hosted informational/recruiting or hiring fairs;6.
Whether the EMPLOYER contacted churches, unions, and/or additional WorkforceDevelopment Organizations; 7.
Whether the EMPLOYER interviewed employable candidates;8.
Whether the EMPLOYER created or participated in a workforce developmentprogram approved by DOES; 9.
Whether the EMPLOYER created or participated in a workforce developmentprogram approved by the District of Columbia Workforce Intermediary; 10.
Whether the EMPLOYER substantially complied with the relevant monthly reportingrequirements set forth in this section;
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11.
Whether the EMPLOYER has submitted and substantially complied with its mostrecent employment plan that has been approved by DOES; and12.
Any additional documented efforts.IX.
MONITORINGA.
DOES is the District agency authorized to monitor and enforce the requirements of theWorkforce Intermediary Establishment and Reform of the First Source Amendment Actof 2011 (D.C. Official Code §§ 2 219.01 – 2.219.05), and relevant provisions of the Apprenticeship Requirements Amendment Act of 2004 (D.C. Official Code § 2-219.03 and § 32-1431). As a part of monitoring and enforcement, DOES may require and EMPLOYER shall grant access to Project sites, employees, and documents. B.
EMPLOYER’S noncompliance with the provisions of this Agreement may result in theimposition of penalties.C.
All EMPLOYER information reviewed or gathered, including social security numbers, as aresult of DOES’ monitoring and enforcement activities will be held confidential inaccordance with all District and federal confidentiality and privacy laws and used only for the purposes that it was reviewed or gathered. D.
DOES shall monitor all Projects as authorized by law. DOES will:1.
Review all contract controls to determine if the Beneficiary or EMPLOYER,including any Contractors or Subcontractors, are subject to the Workforce Intermediary Establishment and Reform of the First Source Amendment Act of 2011. 2.
Notify stakeholders and company officials and establish meetings to providetechnical assistance involving the First Source Process. 3.
Make regular construction site visits to determine if the Prime or Subcontractors’workforce is in concurrence with the submitted Agreement and Monthly Compliance Reports. 4.
Inspect and copy certified payroll, personnel records and any other records orinformation necessary to ensure the required workforce utilization is in compliance with the First Source Law. 5.
Conduct desk reviews of Monthly Compliance Reports.6.
Educate EMPLOYERS about additional services offered by DOES, such as On-the-Job training programs and tax incentives for EMPLOYERS who hire from certain categories. 7.
Monitor and complete statistical reports that identify the overall project, contractor,and subcontractors’ hiring or hours worked percentages. 8.
Provide formal notification of non-compliance with the required hiring or hoursworked percentages, or any alleged breach of the First Source Law to all contracting agencies, and stakeholders. (Please note: EMPLOYERS are granted 30 days to correct any alleged deficiencies stated in the notification.)
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X.PENALTIESA.Willful Breach of the Agreement by the EMPLOYER, failure to submit the contractcompliance reports, deliberate submission of falsified data may result in DOES imposing afine of 5% of the total amount of the direct and indirect labor costs of the Project, in addition to other penalties provided by law. Failure to meet the required hiring requirements or failure to receive good faith waiver may result in the 'HSDUWPHQW RI (PSOR\PHQW 6HUYLFHV imposing a penalty equal to 1/8 of 1% of the total amount of the direct and indirect labor costs of the Project for each percentage by which the beneficiary fails to meet the hiring requirements. B.EMPLOYERS who have been found in violation 2 times or more over a 10 year period maybe debarred and/or deemed ineligible for consideration for Projects for a period of 5 years.C.Within 90 days of a Determination of a Penalty, the Beneficiary or Employer may appeal theviolations or fines by filing a complaint with the Contract Appeals Board in accordance withD.C. Code §2-360.03 and §2-360.04.I hereby certify that I have the authority to bind the EMPLOYER to this Agreement from the start of work on the Project, throughout the duration of the Project, and agree to all terms and conditions herein. Date ______________________________________Telephone ______________________________________ Email ______________________________________ ____________ ___________________ Signature Department of Employment Services Date
____________ ___________________ Date By: MaiaShanklin-Roberts_____________________________________ EMPLOYER Senior Official (Print) ______________________________________ EMPLOYER Senior Official (Signature) Barry Farm FlatsLLC______________________________________ Name of Company 777 N. Capitol Street, Suite 404______________________________________ Washington,D.C.20002______________________________________ Address 240-437-3340mroberts@poah.org9/15/25

GOVERNMENT OF THE DISTRICT OF COLUMBIA REVISED EMPLOYMENT PLAN
1
I.REVISED FIRST SOURCE EMPLOYMENT PLANGOVERNMENTASSISTED PROJECT/CONTRACT INFORMATION DISTRICT CONTRACTING AGENCY: CONTRACTING OFFICER: TOTAL CONTRACT AMOUNT: EMPLOYER CONTRACT AMOUNT: PROJECT ADDRESS: CITY: STATE: ZIP CODE: PROJECT DESCRIPTION OF WORK: PROJECT START DATE: PROJECT END DATE: EMPLOYER START DATE: EMPLOYER END DATE: EMPLOYER INFORMATION EMPLOYER NAME: COMPANY NAME: EMPLOYER ADDRESS: CITY: STATE: ZIP CODE: TELEPHONE NUMBER: FEDERAL IDENTIFICATION NO.: CONTACT PERSON: TITLE: EǦMAIL: TELEPHONE NUMBER: EMPLOYER DESCRIPTION OF WORK: ARE Y NOOU A SUBCONTRACTOR YESIF YES, NAME OF PRIME CONTRACTOR: PRIME CONTRACTOR WILL MEET HOURS WORKED PERCENTAGES REQUIREMENTS FOR ENTIRE PROJECT OR PER EACH SUBCONTRACTOR II.EMPLOYMENT HOURS TO BE WORKED PROJECTIONSFirst Source law requires EMPLOYERS (winning bidders) to submit a revised Employment Plan. A.For construction projects receiving $5 million or more in governmentassistance, E m p l o y e rs t o provide projection of the total number of hoursto be worked on the project by trade. JOURNEY WORKER Provide a projection of the total number of journey worker hours, by trade, to be worked on the project or contract and the total number of journey worker hours, by trade, to be worked by District residents. This page to be completed by Employer ______________ Employer Initials
Deputy Mayor for Planning and Economic Development PatrickSmith TELEPHONE NUMBER: 202-674-2637 12,500,000PROJECTNAME:Barry Farm- Hillsdale Flats Phase I1001 Obama Way S.E.20020WashingtonDesign and Construction of Rental Flats12/1/2025 01/31/2028BarryFarmFlatsLLC c/oPOAHBarry Farm Flat, LLC c/o POAH777 North Capitol Street, N.E., Suite 404Washington DC 20002240-437-3340 92-0400249Maia Shanklin RobertsAuthorized Signatorymroberts@poah.org 240-437-3340DeveloperN/A
GOVERNMENT OF THE DISTRICT OF COLUMBIA REVISED EMPLOYMENT PLAN
2
Projection of Total Number of Journey Worker Hours Trade Projection of Total Number of Journey Worker Hours by DC Residents (First Source Law requires 20%) APPRENTICE Provide a projection of the total number of apprentice hours, by trade, to be worked on the project or contract and the total number of apprentice hours, by trade, to be worked by District residents. Projection of Total Number of Apprentice Hours Trade Projection of Total Number of Apprentice Hours by DC Residents (First Source Law requires 60%) SKILLED WORKER Provide a projection of the total number of skilled laborer hours, by trade, to be worked on the project or contract and the total number of skilled laborer hours, by trade, to be worked by District residents. Projection of Total Number of Skilled Labor Hours Trade Projection of Total Number of Skilled Labor Hours by DC Residents (First Source Law requires 51%) COMMON LABORER Provide a projection of the total number of common laborer hours to be worked on the project or contract and the total number of common laborer hours to be worked by District residents. Projection of Total Number of Common Laborer Hours Trade Projection of Total Number of Common Laborer Hours by DC Residents (First Source Law requires 70%) This page to be completed by Employer ______________ Employer Initials
N/AN/AN/AN/A
GOVERNMENT OF THE DISTRICT OF COLUMBIA REVISED EMPLOYMENT PLAN
3
B.EMPLOYMENT HIRING PROJECTIONS ALL EMPLOYERS: Please indicate ALL new position(s) you will create as a result of the project. If you WILL NOT be creating any new employment opportunities, please complete the attached justification sheet with an explanation. Attach additional sheets as needed. JOB TITLE # OF JOBS F/T P/T SALARY RANGE UNION MEMBERSHIP REQUIRED NAME LOCAL# PROJECTED HIRE A B C D E F G H I J K This page to be completed by Employer ______________ Employer Initials
N/A
GOVERNMENT OF THE DISTRICT OF COLUMBIA REVISED EMPLOYMENT PLAN
4
C.JUSTIFICATION SHEET: Please provide a detailed explanation of why the Employer will not have any new hires on the project. This page to be completed by Employer ______________ Employer Initials
Barry Farm Flat I, LLC is the Developer. The Developer will not hire construction personnelon this project.
GOVERNMENT OF THE DISTRICT OF COLUMBIA REVISED EMPLOYMENT PLAN
5
D.EMPLOYMENT PROJECTIONS I.Provide a timetable outlining the total hours worked by trade over the life of the project or contract and an associated hiring schedule. II.Provide descriptions of the skill requirements by job title or position, including industryǦ recognized certifications required for the different positions. III.Provide a strategy to fill the hours required to be worked by District residents, including a component on communicating these requirements to contractors and subcontractors and a component on potential community outreach partnerships with the University of the District of Columbia, the University of the District of Columbia Community College, the Department of Employment Services, Jointly Funded Apprenticeship Programs, the District of Columbia Workforce Intermediary, or other governmentǦapproved, communityǦbased job training providers. This page to be completed by Employer ______________ Employer Initials
GOVERNMENT OF THE DISTRICT OF COLUMBIA REVISED EMPLOYMENT PLAN
6
D.EMPLOYMENT PROJECTIONS (Continued) IV.A remediation strategy to ameliorate any problems associated with meeting these worked hours percentage requirements, including any problems encountered with contractors and subcontractors. V.The designation of a senior official from the general contractor who will be responsible for implementing the hours worked percentages and reporting requirements. VI.Provide descriptions of the health and retirement benefits that will be provided to District residents working on the project or contract. VII.Provide a strategy to ensure that District residents who work on the project or contract receive ongoing employment and training opportunities after they complete work on the job for which they were initially hired and a review of past practices in continuing to employ District residents from one project or contract to the next. This page to be completed by Employer ______________ Employer Initials
GOVERNMENT OF THE DISTRICT OF COLUMBIA REVISED EMPLOYMENT PLAN
7
D.EMPLOYMENT PROJECTIONS (continued) VIII.Provide a strategy to hire graduates of District of Columbia Public Schools, District of Columbia Public Charter Schools, communityǦbased job training providers, and hardǦtoǦ employ residents. IX.Please disclose past compliance with the First Source Employment Agreement Act of 1984 or the Workforce Intermediary Establishment and Reform of First Source Amendment Act of 2011 and the DavisǦBacon Act, where applicable, and the bidder or offeror's general DistrictǦresident hiring practices on projects or contracts completed within the last two (2) years. X.Please note that EMPLOYERS on construction projects must submit weekly certified payrolls from all subcontractors at any tier working on the project or contract, as well as make such payroll and personnel records available upon request at job sites to the contracting District of Columbia agency. This page to be completed by Employer ______________ Employer Initials
GOVERNMENT OF THE DISTRICT OF COLUMBIA REVISED EMPLOYMENT PLAN
8
Once approved, this revised employment plan shall not be amended except with the approval of Department of Employment Services. By:Date_________________________________Date
Maia Shanklin-Roberts437-3340______________________________________EMPLOYER Senior Official (Print)______________________________________EMPLOYER Senior Official (Signature)BarryFarmFlatsLLC______________________________________Name of Company777 N. Capitol Street, Suite 404______________________________________Washington, D.C. 20002______________________________________Address240-________________________Telephonemroberts@poah.org______________________________________Email______________________________________Signature Department of Employment Services
9/15/2025

Exhibit E

Federal Labor Standards Construction Addendum
Previous editions obsolete Form HUD-4010, (10/2023)
ref. Handbook 1344.1
1
HUD-4010 U.S. Department of Housing and Urban Development
Federal Labor Standards Provisions Office of Davis-Bacon and Labor Standards

A. APPLICABILITY
The Project or Program to which the construction work covered by this Contract pertains is being
assisted by the United States of America, and the following Federal Labor Standards Provisions are
included in this Contract pursuant to the provisions applicable to such Federal assistance.
1. Minimum wages and fringe benefits
i. All laborers and mechanics employed or working upon the site of the work (or otherwise working in
construction or development of the project under a development statute), will be paid
unconditionally and not less often than once a week, and without subsequent deduction or rebate
on any account (except such payroll deductions as are permitted by regulations issued by the
Secretary of Labor under the Copeland Act (29 CFR part 3)), the full amount of basic hourly wages
and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at
rates not less than those contained in the wage determination of the Secretary of Labor which is
attached hereto and made a part hereof, regardless of any contractual relationship which may be
alleged to exist between the contractor and such laborers and mechanics. As provided in 29 CFR
5.5(d) and (e), the appropriate wage determinations are effective by operation of law even if they
have not been attached to the contract. Contributions made or costs reasonably anticipated for bona
fide fringe benefits under the Davis-Bacon Act (40 U.S.C. 3141(2)(B)) on behalf of laborers or
mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of
paragraph (a)(1)(v) of these contract clauses; also, regular contributions made or costs incurred for
more than a weekly period (but not less often than quarterly) under plans, funds, or programs which
cover the particular weekly period, are deemed to be constructively made or incurred during such
weekly period. Such laborers and mechanics must be paid the appropriate wage rate and fringe
benefits on the wage determination for the classification(s) of work actually performed, without
regard to skill, except as provided in 29 CFR 5.5(a)(4). Laborers or mechanics performing work in
more than one classification may be compensated at the rate specified for each classification for the
time actually worked therein: Provided, That the employer’s payroll records accurately set forth the
time spent in each classification in which work is performed. The wage determination (including any
additional classifications and wage rates conformed under 29 CFR 5.5(a)(1)(iii)) and the Davis-Bacon
poster (WH-1321) must be posted at all times by the contractor and its subcontractors at the site of
the work in a prominent and accessible place where it can be easily seen by the workers.
ii. Frequently recurring classifications
A. In addition to wage and fringe benefit rates that have been determined to be prevailing under
the procedures set forth in 29 CFR part 1, a wage determination may contain, pursuant to § 1.3(f),
wage and fringe benefit rates for classifications of laborers and mechanics for which conformance
requests are regularly submitted pursuant to 29 CFR 5.5(a)(1)(iii), provided that:
1. The work performed by the classification is not performed by a classification in the wage
determination for which a prevailing wage rate has been determined;
2. The classification is used in the area by the construction industry; and
3. The wage rate for the classification bears a reasonable relationship to the prevailing wage rates
contained in the wage determination.
B. The Administrator will establish wage rates for such classifications in accordance with 29 CFR
5.5(a)(1)(iii)(A)(3). Work performed in such a classification must be paid at no less than the wage
and fringe benefit rate listed on the wage determination for such classification.
iii. Conformance
A. The contracting officer must require that any class of laborers or mechanics, including helpers,
which is not listed in the wage determination and which is to be employed under the contract be
Previous editions obsolete Form HUD-4010, (10/2023)
ref. Handbook 1344.1
2
classified in conformance with the wage determination. Conformance of an additional classification
and wage rate and fringe benefits is appropriate only when the following criteria have been met:
1. The work to be performed by the classification requested is not performed by a classification in
the wage determination; and
2. The classification is used in the area by the construction industry; and
3. The proposed wage rate, including any bona fide fringe benefits, bears a reasonable
relationship to the wage rates contained in the wage determination.
B. The conformance process may not be used to split, subdivide, or otherwise avoid application of
classifications listed in the wage determination.
C. If the contractor and the laborers and mechanics to be employed in the classification (if known),
or their representatives, and the contracting officer agree on the classification and wage rate
(including the amount designated for fringe benefits where appropriate), a report of the action
taken will be sent by the contracting officer by email to DBAconformance@dol.gov. The
Administrator, or an authorized representative, will approve, modify, or disapprove every
additional classification action within 30 days of receipt and so advise the contracting officer or
will notify the contracting officer within the 30–day period that additional time is necessary.
D. In the event the contractor, the laborers or mechanics to be employed in the classification or
their representatives, and the contracting officer do not agree on the proposed classification
and wage rate (including the amount designated for fringe benefits, where appropriate), the
contracting officer will, by email to DBAconformance@dol.gov, refer the questions, including
the views of all interested parties and the recommendation of the contracting officer, to the
Administrator for determination. The Administrator, or an authorized representative, will issue
a determination within 30 days of receipt and so advise the contracting officer or will notify
the contracting officer within the 30–day period that additional time is necessary.
E. The contracting officer must promptly notify the contractor of the action taken by the Wage
and Hour Division under 29 CFR 5.5 (a)(1)(iii)(C) and (D). The contractor must furnish a written
copy of such determination to each affected worker or it must be posted as a part of the wage
determination. The wage rate (including fringe benefits where appropriate) determined
pursuant to 29 CFR 5.5 (a)(1)(iii)(C) or (D) must be paid to all workers performing work in the
classification under this contract from the first day on which work is performed in the
classification.
iv. Fringe benefits not expressed as an hourly rate
Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics
includes a fringe benefit which is not expressed as an hourly rate, the contractor may either pay the
benefit as stated in the wage determination or may pay another bona fide fringe benefit or an hourly
cash equivalent thereof.
v. Unfunded plans
If the contractor does not make payments to a trustee or other third person, the contractor may
consider as part of the wages of any laborer or mechanic the amount of any costs reasonably
anticipated in providing bona fide fringe benefits under a plan or program, Provided, That the
Secretary of Labor has found, upon the written request of the contractor, in accordance with the
criteria set forth in 29 CFR 5.28, that the applicable standards of the Davis-Bacon Act have been met.
The Secretary of Labor may require the contractor to set aside in a separate account assets for the
meeting of obligations under the plan or program.
vi. Interest In the event of a failure to pay all or part of the wages required by the contract, the
contractor will be required to pay interest on any underpayment of wages.

Previous editions obsolete Form HUD-4010, (10/2023)
ref. Handbook 1344.1
3
2. Withholding
i. Withholding requirements
The U. S. Department of Housing and Urban Development may, upon its own action, or must, upon
written request of an authorized representative of the Department of Labor, withhold or cause to be
withheld from the contractor so much of the accrued payments or advances as may be considered
necessary to satisfy the liabilities of the prime contractor or any subcontractor for the full amount
of wages and monetary relief, including interest, required by the clauses set forth in 29 CFR 5.5(a)
for violations of this contract, or to satisfy any such liabilities required by any other Federal
contract, or federally assisted contract subject to Davis-Bacon labor standards, that is held by the
same prime contractor (as defined in 29 CFR 5.2). The necessary funds may be withheld from the
contractor under this contract, any other Federal contract with the same prime contractor, or any
other federally assisted contract that is subject to Davis-Bacon labor standards requirements and is
held by the same prime contractor, regardless of whether the other contract was awarded or
assisted by the same agency, and such funds may be used to satisfy the contractor liability for which
the funds were withheld. In the event of a contractor’s failure to pay any laborer or mechanic,
including any apprentice or helper working on the site of the work (or otherwise working in
construction or development of the project under a development statute) all or part of the wages
required by the contract, or upon the contractor’s failure to submit the required records as
discussed in 29 CFR 5.5(a)(3)(iv), HUD may on its own initiative and after written notice to the
contractor, sponsor, applicant, owner, or other entity, as the case may be, take such action as may
be necessary to cause the suspension of any further payment, advance, or guarantee of funds until
such violations have ceased.
ii. Priority to withheld funds
The Department has priority to funds withheld or to be withheld in accordance with 29 CFR
5.5(a)(2)(i) or (b)(3)(i), or both, over claims to those funds by:
A. A contractor’s surety(ies), including without limitation performance bond sureties and
payment bond sureties;
B. A contracting agency for its reprocurement costs;
C. A trustee(s) (either a court-appointed trustee or a U.S. trustee, or both) in bankruptcy of a
contractor, or a contractor’s bankruptcy estate;
D. A contractor’s assignee(s);
E. A contractor’s successor(s); or
F. A claim asserted under the Prompt Payment Act, 31 U.S.C. 3901-3907.
3. Records and certified payrolls
i. Basic record requirements
A. Length of record retention. All regular payrolls and other basic records must be maintained by
the contractor and any subcontractor during the course of the work and preserved for all
laborers and mechanics working at the site of the work (or otherwise working in construction
or development of the project under a development statute) for a period of at least 3 years
after all the work on the prime contract is completed.
B. Information required Such records must contain the name; Social Security number; last known
address, telephone number, and email address of each such worker; each worker’s correct
classification(s) of work actually performed; hourly rates of wages paid (including rates of
contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of
the types described in 40 U.S.C. 3141(2)(B) of the Davis-Bacon Act); daily and weekly number of
hours actually worked in total and on each covered contract; deductions made; and actual
wages paid.
C. Additional records relating to fringe benefits. Whenever the Secretary of Labor has found
under 29 CFR 5.5(a)(1)(v) that the wages of any laborer or mechanic include the amount of any
Previous editions obsolete Form HUD-4010, (10/2023)
ref. Handbook 1344.1
4
costs reasonably anticipated in providing benefits under a plan or program described in 40
U.S.C. 3141(2)(B) of the Davis-Bacon Act, the contractor must maintain records which show that
the commitment to provide such benefits is enforceable, that the plan or program is financially
responsible, and that the plan or program has been communicated in writing to the laborers or
mechanics affected, and records which show the costs anticipated or the actual cost incurred
in providing such benefits.
D. Additional records relating to apprenticeship Contractors with apprentices working under
approved programs must maintain written evidence of the registration of apprenticeship
programs, the registration of the apprentices, and the ratios and wage rates prescribed in the
applicable programs.
ii. Certified payroll requirements
A. Frequency and method of submission The contractor or subcontractor must submit weekly,
for each week in which any DBA- or Related Acts-covered work is performed, certified
payrolls to HUD if the agency is a party to the contract, but if the agency is not such a party,
the contractor will submit the certified payrolls to the applicant, sponsor, owner, or other
entity, as the case may be, that maintains such records, for transmission to HUD. The prime
contractor is responsible for the submission of all certified payrolls by all subcontractors. A
contracting agency or prime contractor may permit or require contractors to submit certified
payrolls through an electronic system, as long as the electronic system requires a legally valid
electronic signature; the system allows the contractor, the contracting agency, and the
Department of Labor to access the certified payrolls upon request for at least 3 years after
the work on the prime contract has been completed; and the contracting agency or prime
contractor permits other methods of submission in situations where the contractor is unable
or limited in its ability to use or access the electronic system
B. Information required The certified payrolls submitted must set out accurately and completely
all of the information required to be maintained under 29 CFR 5.5(a)(3)(i)(B), except that full
Social Security numbers and last known addresses, telephone numbers, and email addresses
must not be included on weekly transmittals. Instead, the certified payrolls need only include
an individually identifying number for each worker (e.g., the last four digits of the worker’s
Social Security number). The required weekly certified payroll information may be submitted
using Optional Form WH-347 or in any other format desired. Optional Form WH-347 is
available for this purpose from the Wage and Hour Division Web site at https://www.dol.gov/
sites/dolgov/files/WHD/legacy/files/wh347.pdf or its successor website. It is not a violation of
this section for a prime contractor to require a subcontractor to provide full Social Security
numbers and last known addresses, telephone numbers, and email addresses to the prime
contractor for its own records, without weekly submission by the subcontractor to the
sponsoring government agency (or the applicant, sponsor, owner, or other entity, as the case
may be, that maintains such records).
C. Statement of Compliance Each certified payroll submitted must be accompanied by a
“Statement of Compliance,” signed by the contractor or subcontractor, or the contractor’s or
subcontractor’s agent who pays or supervises the payment of the persons working on the
contract, and must certify the following:
1. That the certified payroll for the payroll period contains the information required to be
provided under 29 CFR 5.5(a)(3)(ii), the appropriate information and basic records are being
maintained under 29 CFR 5.5 (a)(3)(i), and such information and records are correct and
complete;
2. That each laborer or mechanic (including each helper and apprentice) working on the contract
during the payroll period has been paid the full weekly wages earned, without rebate, either
directly or indirectly, and that no deductions have been made either directly or indirectly
Previous editions obsolete Form HUD-4010, (10/2023)
ref. Handbook 1344.1
5
from the full wages earned, other than permissible deductions as set forth in 29 CFR part 3;
and
3. That each laborer or mechanic has been paid not less than the applicable wage rates and
fringe benefits or cash equivalents for the classification(s) of work actually performed, as
specified in the applicable wage determination incorporated into the contract.
D. Use of Optional Form WH-347 The weekly submission of a properly executed certification
set forth on the reverse side of Optional Form WH-347 will satisfy the requirement for
submission of the “Statement of Compliance” required by 29 CFR 5.5(a)(3)(ii)(C).
E. Signature The signature by the contractor, subcontractor, or the contractor’s or
subcontractor’s agent must be an original handwritten signature or a legally valid electronic
signature.
F. Falsification The falsification of any of the above certifications may subject the contractor
or subcontractor to civil or criminal prosecution under 18 U.S.C. 1001 and 31 U.S.C. 3729.
G. Length of certified payroll retention The contractor or subcontractor must preserve all
certified payrolls during the course of the work and for a period of 3 years after all the work
on the prime contract is completed.
iii. Contracts, subcontracts, and related documents The contractor or subcontractor must maintain this
contract or subcontract and related documents including, without limitation, bids, proposals,
amendments, modifications, and extensions. The contractor or subcontractor must preserve these
contracts, subcontracts, and related documents during the course of the work and for a period of 3
years after all the work on the prime contract is completed.
iv Required disclosures and access
A. Required record disclosures and access to workers The contractor or subcontractor must
make the records required under 29 CFR 5.5(a)(3)(i)–(iii), and any other documents that
HUD or the Department of Labor deems necessary to determine compliance with the labor
standards provisions of any of the applicable statutes referenced by 29 CFR 5.1, available
for inspection, copying, or transcription by authorized representatives of HUD or the
Department of Labor, and must permit such representatives to interview workers during
working hours on the job.
B. Sanctions for non-compliance with records and worker access requirements If the
contractor or subcontractor fails to submit the required records or to make them available,
or refuses to permit worker interviews during working hours on the job, the Federal agency
may, after written notice to the contractor, sponsor, applicant, owner, or other entity, as the
case may be, that maintains such records or that employs such workers, take such action as
may be necessary to cause the suspension of any further payment, advance, or guarantee of
funds. Furthermore, failure to submit the required records upon request or to make such
records available, or to permit worker interviews during working hours on the job, may be
grounds for debarment action pursuant to 29 CFR 5.12. In addition, any contractor or other
person that fails to submit the required records or make those records available to WHD
within the time WHD requests that the records be produced will be precluded from
introducing as evidence in an administrative proceeding under 29 CFR part 6 any of the
required records that were not provided or made available to WHD. WHD will take into
consideration a reasonable request from the contractor or person for an extension of the
time for submission of records. WHD will determine the reasonableness of the request and
may consider, among other things, the location of the records and the volume of
production.
C. Required information disclosures Contractors and subcontractors must maintain the full
Social Security number and last known address, telephone number, and email address of
each covered worker, and must provide them upon request to HUD if the agency is a party to
Previous editions obsolete Form HUD-4010, (10/2023)
ref. Handbook 1344.1
6
the contract, or to the Wage and Hour Division of the Department of Labor. If the Federal
agency is not such a party to the contract, the contractor, subcontractor, or both, must,
upon request, provide the full Social Security number and last known address, telephone
number, and email address of each covered worker to the applicant, sponsor, owner, or
other entity, as the case may be, that maintains such records, for transmission to HUD, the
contractor, or the Wage and Hour Division of the Department of Labor for purposes of an
investigation or other compliance action.
4. Apprentices and equal employment opportunity
i. Apprentices
A. Rate of pay Apprentices will be permitted to work at less than the predetermined rate for
the work they perform when they are employed pursuant to and individually registered in a
bona fide apprenticeship program registered with the U.S. Department of Labor,
Employment and Training Administration, Office of Apprenticeship (OA), or with a State
Apprenticeship Agency recognized by the OA. A person who is not individually registered in
the program, but who has been certified by the OA or a State Apprenticeship Agency
(where appropriate) to be eligible for probationary employment as an apprentice, will be
permitted to work at less than the predetermined rate for the work they perform in the
first 90 days of probationary employment as an apprentice in such a program. In the event
the OA or a State Apprenticeship Agency recognized by the OA withdraws approval of an
apprenticeship program, the contractor will no longer be permitted to use apprentices at
less than the applicable predetermined rate for the work performed until an acceptable
program is approved.
B. Fringe benefits Apprentices must be paid fringe benefits in accordance with the provisions
of the apprenticeship program. If the apprenticeship program does not specify fringe
benefits, apprentices must be paid the full amount of fringe benefits listed on the wage
determination for the applicable classification. If the Administrator determines that a
different practice prevails for the applicable apprentice classification, fringe benefits must
be paid in accordance with that determination.
C. Apprenticeship ratio The allowable ratio of apprentices to journeyworkers on the job site in
any craft classification must not be greater than the ratio permitted to the contractor as to
the entire work force under the registered program or the ratio applicable to the locality of
the project pursuant to 29 CFR 5.5(a)(4)(i)(D). Any worker listed on a payroll at an
apprentice wage rate, who is not registered or otherwise employed as stated in 29 CFR
5.5(a)(4)(i)(A), must be paid not less than the applicable wage rate on the wage
determination for the classification of work actually performed. In addition, any apprentice
performing work on the job site in excess of the ratio permitted under this section must be
paid not less than the applicable wage rate on the wage determination for the work actually
performed.
D. Reciprocity of ratios and wage rates Where a contractor is performing construction on a
project in a locality other than the locality in which its program is registered, the ratios and
wage rates (expressed in percentages of the journeyworker’s hourly rate) applicable within the
locality in which the construction is being performed must be observed. If there is no
applicable ratio or wage rate for the locality of the project, the ratio and wage rate specified
in the contractor’s registered program must be observed.
ii Equal employment opportunity The use of apprentices and journeyworkers under this part must
be in conformity with the equal employment opportunity requirements of Executive Order 11246,
as amended, and 29 CFR part 30.
5 Compliance with Copeland Act requirements. The contractor shall comply with the requirements of 29
CFR part 3, which are incorporated by reference in this contract.
Previous editions obsolete Form HUD-4010, (10/2023)
ref. Handbook 1344.1
7
6 Subcontracts. The contractor or subcontractor must insert in any subcontracts the clauses contained in
29 CFR 5.5(a)(1) through (11), along with the applicable wage determination(s) and such other clauses
or contract modifications as the U.S. Department of Housing and
Urban Development may by appropriate instructions require, and a clause requiring the subcontractors
to include these clauses and wage determination(s) in any lower tier subcontracts. The prime
contractor is responsible for the compliance by any subcontractor or lower tier subcontractor with all
the contract clauses in this section. In the event of any violations of these clauses, the prime contractor
and any subcontractor(s) responsible will be liable for any unpaid wages and monetary relief, including
interest from the date of the underpayment or loss, due to any workers of lower-tier subcontractors,
and may be subject to debarment, as appropriate.
7 Contract termination: debarment. A breach of the contract clauses in 29 CFR 5.5 may be grounds for
termination of the contract, and for debarment as a contractor and a subcontractor as provided in 29
CFR 5.12.
8 Compliance with Davis-Bacon and Related Act requirements. All rulings and interpretations of the
Davis-Bacon and Related Acts contained in 29 CFR parts 1, 3, and 5 are herein incorporated by
reference in this contract.
9 Disputes concerning labor standards. Disputes arising out of the labor standards provisions of this
contract shall not be subject to the general disputes clause of this contract. Such disputes shall be
resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR parts 5, 6,
and 7. Disputes within the meaning of this clause include disputes between the contractor (or any of its
subcontractors) and the contracting agency, the U.S. Department of Labor, or the employees or their
representatives.
10. Certification of eligibility.
i. By entering into this contract, the contractor certifies that neither it nor any person or firm who
has an interest in the contractor’s firm is a person or firm ineligible to be awarded Government
contracts by virtue of 40 U.S.C. 3144(b) or 29 CFR 5.12(a).
ii. No part of this contract shall be subcontracted to any person or firm ineligible for award of a
Government contract by virtue of 40 U.S.C. 3144(b) or 29 CFR 5.12(a).
iii. The penalty for making false statements is prescribed in the U.S. Code, Title 18 Crimes and
Criminal Procedure, 18 U.S.C. 1001.
11 Anti-retaliation It is unlawful for any person to discharge, demote, intimidate, threaten, restrain,
coerce, blacklist, harass, or in any other manner discriminate against, or to cause any person to
discharge, demote, intimidate, threaten, restrain, coerce, blacklist, harass, or in any other manner
discriminate against, any worker or job applicant for:
i. Notifying any contractor of any conduct which the worker reasonably believes constitutes a
violation of the DBA, Related Acts, or 29 CFR parts 1, 3, or 5;
ii. Filing any complaint, initiating or causing to be initiated any proceeding, or otherwise asserting or
seeking to assert on behalf of themselves or others any right or protection under the DBA,
Related Acts, or 29 CFR parts 1, 3, or 5;
iii. Cooperating in any investigation or other compliance action, or testifying in any proceeding under
the DBA, Related Acts, or 29 CFR parts 1, 3, or 5; or
iv. Informing any other person about their rights under the DBA, Related Acts, or 29 CFR parts 1, 3,
or 5.
B. Contract Work Hours and Safety Standards Act (CWHSSA)
The Agency Head must cause or require the contracting officer to insert the following clauses set
forth in 29 CFR 5.5(b)(1), (2), (3), (4), and (5) in full, or (for contracts covered by the Federal
Acquisition Regulation) by reference, in any contract in an amount in excess of $100,000 and subject
to the overtime provisions of the Contract Work Hours and Safety Standards Act. These clauses must
Previous editions obsolete Form HUD-4010, (10/2023)
ref. Handbook 1344.1
8
be inserted in addition to the clauses required by 29 CFR 5.5(a) or 4.6. As used in this paragraph, the
terms “laborers and mechanics” include watchpersons and guards.
1. Overtime requirements. No contractor or subcontractor contracting for any part of the contract
work which may require or involve the employment of laborers or mechanics shall require or
permit any such laborer or mechanic in any workweek in which he or she is employed on such
work to work in excess of forty hours in such workweek unless such laborer or mechanic receives
compensation at a rate not less than one and one-half times the basic rate of pay for all hours
worked in excess of forty hours in such workweek.
2. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the
clause set forth in 29 CFR 5.5(b)(1) the contractor and any subcontractor responsible therefor
shall be liable for the unpaid wages and interest from the date of the underpayment. In addition,
such contractor and subcontractor shall be liable to the United States (in the case of work done
under contract for the District of Columbia or a territory, to such District or to such territory), for
liquidated damages. Such liquidated damages shall be computed with respect to each individual
laborer or mechanic, including watchpersons and guards, employed in violation of the clause set
forth in 29 CFR 5.5(b)(1), in the sum of $31 for each calendar day on which such individual was
required or permitted to work in excess of the standard workweek of forty hours without
payment of the overtime wages required by the clause set forth in 29 CFR 5.5(b)(1).
3. Withholding for unpaid wages and liquidated damages
i. Withholding process The U.S Department of Housing and Urban Development or the recipient of
Federal assistance may, upon its own action, or must, upon written request of an authorized
representative of the Department of Labor, withhold or cause to be withheld from the contractor
so much of the accrued payments or advances as may be considered necessary to satisfy the
liabilities of the prime contractor or any subcontractor for any unpaid wages; monetary relief,
including interest; and liquidated damages required by the clauses set forth in 29 CFR 5.5(b) on
this contract, any other Federal contract with the same prime contractor, or any other federally
assisted contract subject to the Contract Work Hours and Safety Standards Act that is held by the
same prime contractor (as defined in 29 CFR 5.2). The necessary funds may be withheld from the
contractor under this contract, any other Federal contract with the same prime contractor, or any
other federally assisted contract that is subject to the Contract Work Hours and Safety Standards
Act and is held by the same prime contractor, regardless of whether the other contract was
awarded or assisted by the same agency, and such funds may be used to satisfy the contractor
liability for which the funds were withheld.
ii Priority to withheld funds The Department has priority to funds withheld or to be withheld in
accordance with 29 CFR 5.5(a)(2)(i) or (b)(3)(i), or both, over claims to those funds by:
A. A contractor’s surety(ies), including without limitation performance bond sureties and
payment bond sureties;
B. A contracting agency for its reprocurement costs;
C. A trustee(s) (either a court-appointed trustee or a U.S. trustee, or both) in bankruptcy of a
contractor, or a contractor’s bankruptcy estate;
D. A contractor’s assignee(s);
E. A contractor’s successor(s); or
F. A claim asserted under the Prompt Payment Act, 31 U.S.C. 3901-3907.
4. Subcontracts. The contractor or subcontractor must insert in any subcontracts the clauses set forth in
29 CFR 5.5(b)(1) through (5) and a clause requiring the subcontractors to include these clauses in any
lower tier subcontracts. The prime contractor is responsible for compliance by any subcontractor or
lower tier subcontractor with the clauses set forth in 29 CFR 5.5(b)(1) through (5). In the event of any
violations of these clauses, the prime contractor and any subcontractor(s) responsible will be liable for
any unpaid wages and monetary relief, including interest from the date of the underpayment or loss,
Previous editions obsolete Form HUD-4010, (10/2023)
ref. Handbook 1344.1
9
due to any workers of lower-tier subcontractors, and associated liquidated damages and may be subject
to debarment, as appropriate.
5 Anti-retaliation It is unlawful for any person to discharge, demote, intimidate, threaten, restrain,
coerce, blacklist, harass, or in any other manner discriminate against, or to cause any person to
discharge, demote, intimidate, threaten, restrain, coerce, blacklist, harass, or in any other manner
discriminate against, any worker or job applicant for:
i. Notifying any contractor of any conduct which the worker reasonably believes constitutes a
violation of the Contract Work Hours and Safety Standards Act (CWHSSA) or its implementing
regulations in 29 CFR part 5;
ii. Filing any complaint, initiating or causing to be initiated any proceeding, or otherwise asserting
or seeking to assert on behalf of themselves or others any right or protection under CWHSSA or
29 CFR part 5;
iii. Cooperating in any investigation or other compliance action, or testifying in any proceeding
under CWHSSA or 29 CFR part 5; or
iv. Informing any other person about their rights under CWHSSA or 29 CFR part 5.
C. CWHSSA required records clause In addition to the clauses contained in 29 CFR 5.5(b), in any contract
subject only to the Contract Work Hours and Safety Standards Act and not to any of the other laws
referenced by 29 CFR 5.1, the Agency Head must cause or require the contracting officer to insert a
clause requiring that the contractor or subcontractor must maintain regular payrolls and other basic
records during the course of the work and must preserve them for a period of 3 years after all the work
on the prime contract is completed for all laborers and mechanics, including guards and watchpersons,
working on the contract. Such records must contain the name; last known address, telephone number,
and email address; and social security number of each such worker; each worker’s correct
classification(s) of work actually performed; hourly rates of wages paid; daily and weekly number of
hours actually worked; deductions made and actual wages paid. Further, the Agency Head must cause
or require the contracting officer to insert in any such contract a clause providing that the records to be
maintained under this paragraph must be made available by the contractor or subcontractor for
inspection, copying, or transcription by authorized representatives of the (write the name of agency)
and the Department of Labor, and the contractor or subcontractor will permit such representatives to
interview workers during working hours on the job.
D. Incorporation of contract clauses and wage determinations by reference Although agencies are
required to insert the contract clauses set forth in this section, along with appropriate wage
determinations, in full into covered contracts, and contractors and subcontractors are required to insert
them in any lower-tier subcontracts, the incorporation by reference of the required contract clauses
and appropriate wage determinations will be given the same force and effect as if they were inserted in
full text.
E. Incorporation by operation of law The contract clauses set forth in this section (or their equivalent
under the Federal Acquisition Regulation), along with the correct wage determinations, will be
considered to be a part of every prime contract required by the applicable statutes referenced by 29
CFR 5.1 to include such clauses, and will be effective by operation of law, whether or not they are
included or incorporated by reference into such contract, unless the Administrator grants a variance,
tolerance, or exemption from the application of this paragraph. Where the clauses and applicable wage
determinations are effective by operation of law under this paragraph, the prime contractor must be
compensated for any resulting increase in wages in accordance with applicable law.

Previous editions obsolete Form HUD-4010, (10/2023)
ref. Handbook 1344.1
10
F. HEALTH AND SAFETY
The provisions of this paragraph (F) are applicable where the amount of the prime contract exceeds
$100,000.
1. No laborer or mechanic shall be required to work in surroundings or under working conditions which are
unsanitary, hazardous, or dangerous to his or her health and safety, as determined under construction
safety and health standards promulgated by the Secretary of Labor by regulation.
2. The contractor shall comply with all regulations issued by the Secretary of Labor pursuant to 29 CFR Part
1926 and failure to comply may result in imposition of sanctions pursuant to the Contract Work Hours and
Safety Standards Act, (Public Law 91-54, 83 Stat 96), 40 U.S.C. § 3701 et seq.
3. The contractor shall include the provisions of this paragraph in every subcontract, so that such provisions
will be binding on each subcontractor. The contractor shall take such action with respect to any
subcontractor as the Secretary of Housing and Urban Development or the Secretary of Labor shall direct as
a means of enforcing such provisions.
Exhibit E

Federal Labor Standards Construction Addendum
Exhibit F

Davis-Bacon Wage Determination
"GeneralDecisionNumber:DC2@25000342/14/2025
‘SupersededGeneralDecisionNumber:0C20249003
State:DistrictofColumbia
ConstructionType:Residential
County:DistrictofColumbiaStatewide.
RESIDENTIALCONSTRUCTIONPROJECTS(consistingofsinglefamilyhonesandapartmentsuptoandincluding4 stories).
Note:ContractssubjecttotheDavis-BaconActaregenerallyrequiredtopayatleasttheapplicableminimumwageraterequiredunderExecutiveOrder14026orExecutiveOrder13658.PleasenotethattheseExecutiveOrdersapplytocoveredcontractsenteredintobythefederalgovernmentthataresubjecttotheDavis-BaconActitself,butdonotapplytocontractssubjectonlytotheDavis-BaconRelatedActs,includingthosesetforthat29CFR5.1(a)(1)-

ExecutiveOrder14026generallyappliestothecontract.ThecontractormustpayallcoveredworkersatJeast$17.75perhour(ortheapplicablewagerateListedonthiswagedetermination,ifitishigher)forallhoursspentperformingonthe
|If the contract is entered
|intoon or afterJanuary38,
42022, or the contract is
Irenewedorextended(e.g.,anJoption is exercised) on or
JafterJanuary3¢,2022:
ExecitiveOrder13658generallyappliestothecontract.
|TFthecontractwasawardedonlor between January 1, 2615 and
|January23,2022,andthe{contract is not renewed or
lextendedonorafterJanuary130,2022:
Thecontractormustpayalljcoveredworkersat least$13.38perhour(ortheapplicablewageratelistedonthiswagedetermination,ifitishigher)forai2hoursspentperformingonthatcontractin2925.
I. I
| |
{ i
I. I
| || || |
I |
i {
I I| contractin2025, iI |
I. |
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TheapplicableexecutiveOrderminimumwageratewillbeadjustedannually.IfthiscontractiscoveredbyoneaftheExecutiveOrdersanda classificationconsiderednecessaryforperformanceofworkonthecontractdoesnotappearonthiswagedetermination,thecontractormuststillsubmitaconformancerequest.
AdditionalinformationoncontractorrequirementsandworkerprotectionsundertheExecutiveOrders4savailableathttp://uws.dolgov/whd/goveontracts.
ModificationNumber PublicationDate@ 01/@3/20251 01/10/2025
2 02/14/2025
ASBEGO24-00810/01/2024
Rates Fringes
ASBESTOSWORKER:HAZARDOUSMATERTALHANDLER... -$24.46 10.1944

Includespreparation,wetting,stripping,removal,scrapping,vacuuming,bagginganddisposingof allinsulationmaterials,whethertheycontainasbestosor not,frommechanicalsystens
a.PAIDHOLIDAYS:NewYear'sDay,MartinLutherKingDay,MenorialDay,IndependenceDay,LaborDay,Veterans’Day,ThanksgivingDay,thedayafterThanksgivingandChristmasDayprovidedtheemployeeworkstheregularworkdaybeforeandafterthepaidholiday.

+ ELEVO019-001@1/01/2025
Rates Fringes
ELEVATORMECHANIC... -$57.16 38.435+a1b
a,PAIDHOLIDAYS:NewYear'sDay,MemorialDay,IndependenceDay,LaborDay,Veterans’Day,ThanksgivingDay,ChristmasDayandtheFridayafterThanksgiving.
b.VACATIONS:Employercontributes8%ofbasichourlyratefor5 yearsormoreofservice;6%ofbasichourlyratefor@ monthsto5 yearsof serviceasvacationpaycredit.

PLUMBB@S-66908/01/2024
Rates Fringes
PLUMBER. $ 28.45 14.3608
a.PAIDHOLIDAYS:LaborDay,Veterans’Day,ThanksgivingDayandthedayafterThanksgiving,ChristmasDay,NewYear'sDay,MartinLutherKing'sBirthday,MemordalDayandtheFourthofJuly.

PLUNB6E2-20998/01/2024
Rates Fringes
PIPEFITTER(HVACPipeInstallation).--.+.seseeesseeees-$52.27 23.7948
a.PATDHOLIDAYS:NewYear'sDay,MartinLutherKing'sBirthday,MemorialDay,IndependenceDay,LaborDay,Veterans’Day,ThanksgivingDayandthedayafterThanksgivingandCheistmasDay.

* sunczees-ee405/27/2009
Rates Fringes
BRICKLAYER... -$20.71 2.08

CARPENTER,IncludingDrywallHanging...esseseeseseeeees -$17.43 2.37

CEMENTMASON/CONCRETEFINISHER...18.72 8.00
DRYWALLFINISHER/TAPER,...-.+.+..$15.00#* 6.00
ELECTRICIAN... seeef19.93 Beda

LABORER:CommonorGeneral......$12.54** 0.08
LABORER:MasonTenderforpointing,caulking,cleaningoFexistingmasonry,brick,stoneandcementstructures(restorationwork);excludespointing,caulkingandCleaningofneworreplacementmasonry,brick,stoneandcement. 2-812,59*#

PAINTER:BrushandRoller.......$15.32*# 5.15
POINTER,CAULKER,CLEANER,Includespointing,caulking,Cleaningofexistingmasonry,brick,stoneandcementstructures(restorationwork);excludespointing,caulking,cleaningofnewor

replacementmasonry,brick,stoneorcement... veee$18,33
ROOFER. : seeees$26.33 6.00
SHEETMETALWORKER. $18.33 0.00

WELDERS- Receiverateprescribedforcraftperformingoperationtowhichweldingisincidental.

**Workersinthisclassificationmaybeentitledto a higherminimumwageunderExecutiveOrder14626($17.75)or 13658($13.36).PleaseseetheNoteatthetopofthewagedeterminationformoreinformation.PleasealsenotethatthemininunwagerequirementsofExecutiveOrder14026arenotcurrentlybeingenforcedastoanycontractorsubcontracttowhichthestatesofTexas,Louisiana,orMississippi,includingtheiragencies,area party.
Note:ExecutiveOrder(£0)13786,EstablishingPaidSickLeaveforFederalContractorsappliestoallcontractssubjecttotheDavis-BaconActforwhichthecontractisawarded(andanysolicitationwasissued)onorafterJanuary1,2017.Tfthiscontractiscoveredbythe£0,thecontractormustprovideemployeeswith1 hourofpaidsickleaveforevery30hours‘theywork,upto56hoursofpaidsickleaveeachyear.Enployeesmustbepermittedtousepaidsickleavefortheirownillness,injuryorotherhealth-relatedneeds,includingpreventivecare;toassista familymenber(orpersonwhois

likefamilytotheemployee)whoisill,injured,orhasotherhealth-relatedneeds,includingpreventivecare;orforreasonsresultingfrom,ortoassist@ familymenber(orpersonwhoislikefamilytotheemployee)whoisa victimof,domesticviolence,sexualassault,orstalking.AdditionalinformationoncontractorrequirementsandworkerprotectionsundertheEOisavailableatittps://wwerdol.gov/agencies/whd/government-contracts.
Unlistedclassificationsneededforworknotincludedwithin‘thescopeoftheclassificationslistedmaybeaddedafterawardonlyas providedinthelaborstandardscontractclausesQ9CFR5.5(a)(1)(444).

Thebodyofeachwagedeterminationliststheclassificationsandwageratesthathavebeenfoundtobeprevailingforthetype(s)ofconstructionandgeographicareacoveredbythewagedetermination.theclassificationsarelistedinalphabeticalonderunderrateidentifiersindicatingwhethertheparticularrateis@ unionrate(currentunionnegotiatedrate),a surveyrate,a weightedunionaveragerate,a stateadoptedrate,orasupplementalclassificationrate.
UnionRateIdentifiers
A four-letteridentifierbeginningwithcharactersotherthan"*su"",“*UAVG"",?5A?,or ?SC?denotesthata unionratewasprevailingforthatclassificationinthesurvey.Example:PLUMO198-60587/01/2024.PLUMisan identifieroftheunionwhosecollectivelybargainedrateprevailedinthesurveyforthisclassification,whichinthisexamplewouldbePlumbers.0198indicatesthelocalunionnumberofdistrictcouncilnumberwhereapplicable,i.e,,PlumbersLocal0198,Thenextnumber,@@5intheexample,is aninternalnumberusedinProcessingthewagedetermination.Thedate,67/01/2024intheexample,istheeffectivedateofthemostcurrentnegotiatedrate.
UnionprevailingwageratesareupdatedtoreflectallchangesovertimethatarereportedtoNHDintheratesinthecollectivebargainingagreement(CBA)governingtheclassification.
UnionAverageRateIdentifiers
‘TheUAVGidentifierindicatesthatnosinglerateprevailedforthoseclassifications,butthat1@6%ofthedatareportedfortheclassificationsreflectedunionrates.EXAMPLE:UAVG-0H-€01001/81/2024.UAVGindicatesthattherateisaweightedunionaveragerate.OHindicatestheStateofOhio.Thenextnumber,@628intheexanple,isaninternalnumberusedinproducingthewagedetermination.Thedate,1/01/2024intheexample,indicatesthedatethewagedeterminationwasupdatedtoreflectthemostcurrentunionaveragerate.
A UAVGratewillbeupdatedoncea year,usuallyinJanuary,toreflecta weightedaverageofthecurrentratesinthecollectivebargainingagreementsonwhichtherateisbased.
SurveyRateIdentifiers
The""SU""identifierindicatesthateithera singlenon-union
rateprevailed(asdefinedin29CFR1.2)forthisclassificationinthesurveyorthattheratewasderivedbycomputinga weightedaverageratebasedonalltheratesreportedinthesurveyforthatclassification.As a weightedaveragerateincludesallratesreportedinthesurvey,itmayincludebothunionandnon-unionrates.Example:SUFL2622-0076/27/2024,SUindicatestherateisa singlenon-unionprevailingrateora weightedaverageofsurveydataforthatclassification.FLindicatestheStateofFlorida.2022istheyearofthesurveyonwhichtheseclassificationsandratesarebased.Thenextnumber,@07intheexample,isaninternalnumberusedinproducingthewagedetermination.Thedate,6/27/2024intheexample,indicatesthesurveycompletiondatefortheclassificationsandratesunderthatidentifier.
?sU?wageratestypicallyremainineffectuntida newsurveyisconducted.However,theWageandHourDivision(WHD)hasthediscretiontoupdatesuchratesunder29CFR1.6(c)(1)-
StateAdoptedRateIdentifiers
The""SA""identifierindicatesthattheclassificationsandprevailingwageratessetbya state(orlocal)governmentwereadoptedunder29C.F.R1.3(g)-(h).Example:SAME2@23-207@1/63/2024.SAreflectsthattheratesarestateadopted.NEreferstotheStateofMaine.2023istheyearduringwhichthestatecompletedthesurveyonwhichthelistedclassificationsandratesarebased.Thenextnumber,807intheexample,isaninternalnunberusedinproducingthewagedetermination.Thedate,01/03/2024intheexample,reflectsthedateonwhichtheclassificationsandratesunderthe?SA?identifiertookeffectunderstatelawinthestatefromwhichtherateswereadopted.

WAGEDETERMINATIONAPPEALSPROCESS
1)Hastherebeenan initialdecisioninthematter?Thiscanbe:
a)a surveyunderlyinga wagedeterminationb)anexistingpublishedwagedeterminationc)aninitialWHDlettersettingfortha positionon@ wagedeterminationmatterd)aninitialconformance(additionalclassificationandrate)determination
Onsurveyrelatedmatters,initialcontact,ineludingrequestsforsummariesofsurveys,shouldbedirectedtotheHD BranchofWageSurveys.Requestscanbesubmittedviaemailtodavisbaconinfo@dol.govorbymailto:
BranchofWageSurveysWageandHourDivisionU.S,DepartmentofLabor20@ConstitutionAvenue,N.W.Washington,DC20216
Regardinganyotherwagedeterminationmattersuchasconformancedecisions,requestsforinitialdecisionsshouldbedirectedtatheWHDBranchofConstructionWageDeterminations,RequestscanbesubmittedviaemailtoBCWD-Office@dol.govorbymailto:
BranchofConstructionWageDeterminationsWageandHourDivisionU.S.Departmentof Labor282ConstitutionAvenue,N.W.Washington,DC20210
2)Ifaninitialdecisionhasbeenissued,thenanyinterestedparty(thoseaffectedbytheaction)thatdisagreeswiththedecisioncanrequestreviewandreconsiderationfromtheWageandHourAdministrator(See29CFRPart1.8and29CFRPart7).Requestsforreviewandreconsiderationcanbesubmittedviaemailtedba.reconsideration@dol.govor bymailto:
WageandHourAdministratorU.S,Department.ofLabor268ConstitutionAvenue,NW.Washington,DC20220
Therequestshouldbeaccompaniedbya fullstatementoftheinterestedparty'spositionandanyinformation(wagepaymentdata,projectdescription,areapracticematerial,ete.)thattherequestorconsidersrelevanttotheissue.
3) IfthedecisionoftheAdministratorisnotfavorable,aninterestedpartymayappealdirectlyto theAdministrativeReviewBoard(formerlytheWageAppaaisBoard),Writeto:
AdministrativeReviewBoardU.S.Departmentof Labor268ConstitutionAvenue,N.W.Washington,DC20210.

ENDOFGENERALDECISION"
Exhibit G

Project Budget
Barry Farm Rental Flats | Washington , DC
90 Units
Project Uses
Development Budget
Acquisition Total
Land 4,900,000
Building -
Accumulated Ground Lease Through Final Equity 511,723
Total Acquisition Costs 5,411,723
Construction Total
Construction 42,912,853
Site Security -
Parking Construction -
Buy and Hold Period Inflation Premium -
GC Fees 2,300,968
Construction Bond Fee 768,339
Geothermal 730,350
Infrasctructure 7,070,202
Solar 1,500,000
Subtotal Construction GMP 55,282,712
Builders Risk Insurance 672,649
Site Work - Utilities, Landscaping, Roadways
ISERV 146,790
Construction Contingency 2,805,108
Total Construction Costs 58,907,258
Soft Costs Total
Architect and Engineering 1,885,108
Architect 1,080,730
Landscape Architect 134,150
Civil Engineer 343,230
Private Utility Consultant
Passive House/EGC-Consultant and Rater 301,998
Geothermal Design Cost 25,000
Owner's Rep (Construction Monitoring) 415,544
Construction Manager/Clerk 380,544
Precon Services 35,000
Legal Fees-Owner 200,000
Appraisal 20,000
Permits and Tap Fees, inc. Permit Expeditor 770,000
Permits 700,000
Expeditor Services 70,000
Rent Study/Market Study 18,700
Environmental Study, Insp 10,000
Third Party Testing 150,901
Third Party Estimates/Consultants 134,200
POAH Inc. Underwriting Model Tab Development Budget - p. 1 of 3Confidential | For use by POAH and its financial partners
Title & Recording 125,000
Owners Interest Liability Coverage 266,263
Accounting and Cost Cert 100,000
Marketing 118,000
Marketing & Lease-Up 100,000
POAH Community Startup Costs 18,000
Survey 12,500
Interior Design 102,350
Art FF&E 75,000
Utility Deposits (Dry Design) -
Site Security
CBE Consultant-TreKnot 100,000
Relocation 140,475
Community Outreach 60,000
Master Planning Allocation 1,335,598
Predevelopment Interest
Legal fees - DCHA 125,000
RE Taxes by Development -
Soft Debt Interest During Construction
Development Operations Shortfall 205,189
POAH Inc. Underwriting Model Tab Development Budget - p. 2 of 3Confidential | For use by POAH and its financial partners
Subtotal Soft Cost 6,369,828
Financial Soft Costs Total
DCHFA Financing Costs
DCHFA Bond Application Fee 47,000
DCHFA Financing Fee 940,000
DCHFA Construction Monitoring Fee 589,073
DCHFA Issuer Counsel 45,000
DCHFA Issuer Fee (ST Bonds) 383,333
DCHFA Issue Fee (LT Bonds) 150,000
DCHFA LIHTC Allocation Fee 254,092
Other Financing Costs Total
DHCD LIHTC Allocation Fee 169,392
DHCD State Credit Fee 105,870
Bond Counsel 115,000
Lender Application Fee 46,600
Lender Origination Fee -
Construction Period Interest 4,710,000
Construction & Perm Loan Origination Fee 398,430
Perm Loan Origination Fee 604,128
Underwriter Fee - LT Bonds 97,500
Underwriter Fee - ST Bonds 160,000
UW Counsel 75,000
Agency Forward Interest Expense 2,340,000
Short Term Bond Interest Expense 2,900,550
Lender + Syndicator Construction Inspection Fee 20,000
Lender Legal 130,000
Syndicator Legal 15,000
LIHTC Syndicator 80,000
Other Loan Fees - Trustee, Trustee Legal, Rating Agency, Dissemintation Agent, Closing Admin Fee + Bidding Agent/Verification38,875
Subtotal Soft Cost 20,784,671
Soft Cost Contingency 636,983
Total Soft Cost 21,421,654
-$
Capitalized Reserves Total
Operating Reserve 868,000
Debt Service Reserve 256,000
Replacement Reserve 220,000
Real Estate Tax Reserve
Insurance Reserve3% 160,000
Sponsor's Lease-up Reserve 338,903
Total Reserves 1,842,903
Developer Fee Total
Paid Developer Fee 2,850,000
Deferred Developer Fee 3,636,384
Deferred Developer Fee Bump 3,105,470
Total Developer Fee 9,591,855
Total Development Cost 97,175,393
POAH Inc. Underwriting Model Tab Development Budget - p. 3 of 3Confidential | For use by POAH and its financial partners
Exhibit H

Replacement Units (unit mix, type and bedroom count, average square footage and utility
structure)

Unit Size Total Unit Count # of Replacement Units Square Footage
1 BR 7 0 593 – 730
2 BR 31 15 902 – 1,048
3 BR 33 10 1,244 – 1,376
4 BR 15 13 1,322 – 2,295
5 BR 4 4 1,830
Total 90 42

Utility structure:
The owner pays for water and sewer. The plug load electric usage will be the responsibility of
the residents. Plug load usage includes electric usage such as cooking, refrigerator, and
microwave.

Exhibit I
Re-Entry Plan
KH 862303.2
Exhibit 26

RESIDENT SELECTION AND MANAGEMENT GUIDELINES

1. RESIDENT RETURN POLICY
A. Right to Return: Eligible Households
Barry Farms and Wade Road Residents who lived at the property on or after October
12, 2012 (“Eligible Households”), will be offered the opportunity to apply for new
Public Housing Replacement Units at the Development in accordance with these
guidelines. DCHA will determine which households are Eligible Households.
B. Right to Return: Priority and DCHA Screening

The priority for returning eligible households (the “Resident Return Priority”) will
be as follows:

1. Seniority – defined as the number of years that the household lived at
Barry Farms or Wade Road
2. Family Size with a preference for families with children under 12
(a) Number of children under 12
3. A Senior Head of Household
4. Application Completion Date – defined as the date the Household
submits a completed application and all required supplemental documentation
for tenancy at the redeveloped property
5. A Former Barry Farm Head of Household now residing at Matthews
Memorial or Sheridan Station

Resident Return Priority Criteria 2 does not apply to Senior only buildings or units.
Resident Return Priority Criteria 2-4 will only be applied if Eligible Households have the
same level of Seniority. DCHA will be responsible for ensuring that the Resident Return
Priority is applied correctly and fairly.
In addition to applying the Resident Return Priority, DCHA will conduct the screening for
all Eligible Households as follows:
1. The first step will be to notify all eligible former Barry Farm and Wade Road
residents that there will be opportunity to return to a replacement unit (For
Building 1A the notification will indicate that Eligible Households must have all
occupants or the head of the household be 55 and older)

2. DCHA Re-occupancy staff will review responses from eligible former Barry
residents to see if their family composition matches the unit sizes that for
available.
KH 862303.2
3. For an Eligible Household that is either: (i) under a DCHA public housing lease;
or (ii) a DCHA voucher participant, that household shall have a priority right to
admission to the Public Housing Replacement Units only if [a member of
DCHA’s Re-occupancy staff deems] that the resident is in good standing other
the public housing lease or in good standing as a voucher participant.
4. For an Eligible Household that is not either under a public housing lease or a
voucher participant and was not terminated or evicted from either of the
foregoing, that household shall have a priority right to admission to the Public
Housing Replacement Units only if DCHA deems that the resident is compliant
with DCHA’s Admissions and Occupancy Policy or Administrative Plan, as
applicable.
DCHA will also be solely responsible for determining whether an Eligible Household’s
right to return has been satisfied, in accordance with the following principals. An Eligible
Household’s right to return will be satisfied upon move-in to a unit at the Development.
An Eligible Household’s right to return will not be terminated by refusing a unit or units
at the Development, however, that right will be subject to unit availability at the
Development. Eligible Households who reject a redeveloped unit will, however, be
placed lower on the Resident Return Priority by DCHA. If an Eligible Household does
not respond to one or more of DCHA’s notifications of unit availability, DCHA will still
continue to contact that Eligible Household about available units in accordance with the
Resident Return Priority above – that household’s priority will not change. Eligible
Households are eligible to return to Public Housing Replacement Units at the
Development until the final Phase of the Development achieves stabilization, subject to
availability of Public Housing Replacement Units and subject to Resident Return Priority.
DCHA will perform its responsibilities under these Guidelines in accordance with all
applicable laws and regulations, including without limitation the Uniform Relocation
Assistance and Real Property Acquisition Act (“URA”).

C. Initial Lease-Up

DCHA and Developer implement the following lease-up process for each subphase:

1) Developer will notify DCHA of the total number and type of Public Housing
Replacement Units and the anticipated availability date at least 180 days prior
to expected availability for occupancy. Developer and DCHA will at that point
commence regular coordination meetings, as discussed in greater detail below.
2) DCHA will then perform an initial screening of all Eligible Household for
eligibility in accordance with the requirements of the Low-Income Housing Tax
Credit and Tax-Exempt Bond programs. To the extent any Eligible Household
is not eligible under either program, the Eligible Household will be maintained
on the DCHA -maintained site-based waiting list, and will be offered a Public
Housing Replacement Unit in a subsequent phase,
3) DCHA will then notify Eligible Households of the opportunity to apply for
those new units based on Resident Return Priority. For example, this means
KH 862303.2
that once new Public Housing Replacement Units become available at the
Development, DCHA will offer Eligible Households with the highest Seniority
with bedroom size, accessibility features, and/or age requirements that match
the available units the first opportunity to apply for those units.
4) Applications of Eligible Households will be reviewed by DCHA and Developer,
and an effort will be made to minimize the number of times Eligible Households
need to submit information or come to the offices of the property management
company or DCHA. Once applications are reviewed and approved by DCHA
and Developer, those residents will be offered a new unit in the order in which
their completed application was received. The unit will remain available for 90
days for the applicant to accept the unit.
5) All applicants selected for re-entry will be required to participate in a “Resident
Orientation Session” at which time the property management agent will
acquaint new residents with the policies, lease requirements, house rules,
housing and federal regulations, housekeeping and maintenance procedures,
resident’s rights, responsibilities and obligations.
6) DCHA will then be responsible for coordinating the physical relocation of each
Eligible Household into their Public Housing Replacement Unit in accordance
with URA requirements. All invoices related to relocation of the residents shall
be provided to property management agent within 30 days from the residents’
occupancy date.

2. WAITING LIST SELECTION FOLLOWING INITIAL LEASE UP TO ELIGIBLE
HOUSEHOLDS

DCHA will maintain a site-based waiting list for the Public Housing Replacement Units
at the Development. Developer will maintain a site-based waiting list for the non-Public
Housing Replacement Units.
DCHA will perform an initial eligibility review of households on its waiting list to
determine if the household is eligible for tenancy in accordance with DCHA’s screening
requirements. All adult applicants will be subject to certain screening based on DCHA
standards found at 14 DCMR § 6109 for replacement units. Applicants will be placed
on the waiting list by DCHA in chronological order, with Eligible Households having
priority based on Resident Return Priority. Applicants placed on the waiting list will be
contacted by DCHA after DCHA is notified by the management company that a Public
Housing Replacement Unit becomes available. If the applicant on the waiting list is an
Eligible Household, the household will be screened and placed into a new Public
Housing Replacement Unit by DCHA and the Developer as described above. If the
applicant on the waiting list is not an Eligible Household, DCHA will refer applicants to
the management company and the management company will determine whether an
applicant meets the LIHTC/ tax exempt bond (TEB) eligibility requirements.
DCHA will purge the waiting list annually. The entire waiting list or at least the next
fifty applicants will be contacted by DCHA to determine their continued interest in
remaining on the waiting list.
All applicants on the waiting list are required to report, in writing, to DCHA any
KH 862303.2
change of address or telephone numbers. If an applicant cannot be reached by DCHA
due to unreported changes, the applicant will be removed from the waiting list.
3. LEASE ENFORCEMENT

The Management Company and DCHA agree that they will work together in good faith
to avoid unnecessary evictions and other Lease Enforcement Actions involving the Public
Housing Replacement Units. “Lease Enforcement Actions” shall refer to service of
notices to quit or cure, termination of tenant’s leasehold, and any filing of claims against a
tenant in the Superior Court of the District of Columbia. DCHA and the Management
Company agree that the Management Company has the express authority to proceed
with a Lease Enforcement Action in response to a lease violation that materially affects
the health and safety of other residents, involves potential criminal actions, or poses a
substantial threat to the Development (“Material Violation”).

On a monthly basis, the Management Company shall provide a courtesy written report
informing DCHA of any potential lease violations contemplated to result in a potential
Lease Enforcement Action involving Public Housing Replacement Units. Upon request
from DCHA, the Management Company will provide any tenant file associated with such
report.

4. BARRY FARM MANAGEMENT WORKING GROUP

In order to coordinate the relocation, lease-up and lease enforcement activities related to
Public Housing Replacement Units, Developer and DCHA will take the following actions:
1. Beginning 180 days prior to expected completion of a Phase or subphase and
ending once all Public Housing Replacement Units have been leased for the first
time, Developer, Management Company and DCHA will meet on the following
schedule. Meetings will be weekly until lease-up begins, and during lease-up
meetings will be bi-weekly. At those meetings, the parties will collaborate on and
share information concerning pre-leasing and leasing activities for Eligible
Households and Public Housing Replacement Units, such as dissemination and
collection of applications, pre-screening, and establishing priority.
2. Following lease-up, Developer, Management Company and DCHA will continue to
meet monthly or on another schedule to be established by the parties. At those
meetings, the parties will collaborate on and share information concerning lease
violations, enforcement actions, eviction actions, Public Housing Replacement Unit
vacancies, and other agreed-upon topics.
KH 862303.2
5. PRIVACY POLICY

It is the policy of Developer to guard the privacy of individuals conferred by the
Federal Privacy Act of 1974, the Health Insurance Portability & Accountability Act
of 1996 (HIPAA), Enterprise Income Verification (EIV) System and the Violence
Against Women and Justice Department Reauthorization Act of 2005 (VAWA)
to ensure the protection of such individuals' records maintained by DCHA.

Therefore, neither Developer nor its contractors and agents shall disclose any
personal information contained in its records to any person or agency other
than IRS/HUD or Developer’s contractors and agents unless the individual
about whom information is requested shall give written consent to such
disclosure or information is being subpoenaed by a court of law.

This Privacy Policy in no way limits Developer’s ability to collect such
information as it may need to determine eligibility, compute rent, or determine
an applicant's suitability for tenancy. Consistent with the intent of the
Rehabilitation Act of 1973, any information obtained on disability will be treated
in a confidential manner.

In addition, the following language will guide the privacy policy and be provided
to tenants: We are dedicated to protecting the privacy of your personal
information that was used to determine your eligibility for rental assistance
based on Section 42 of the Internal Revenue Code, including Social Security,
other governmental identification numbers and any other required
information. We have adopted a Privacy Policy for Personal Information of
Applicants and Residents to help ensure that your personal information is kept
secure.
Exhibit J

Schedule of Performance

Milestone Milestone Date
Commencement of Construction 12/01/2025
25% completion of the Development
Plan
07/31/2026
50% completion of the Development
Plan
10/31/2026
75% completion of the Development
Plan
02/28/2027
Substantial Completion 12/31/2027
Final Completion 12/31/2027

Exhibit K

Draw Schedule
Barry Farm Rental Flats | Washington , DC
90 Units Highlight Input Cells: No
New Construction
Equity, Fee Assumptions, Month Dates DC Equity InstallmentsEquity Installments Developer Fee
& Key Dates Amount Amount Percentage Amount Percentage
Devel Closing 0 11/21/2025 1,111,540 5,272,402 15.0% 570,000 20%
Construction Start 1 12/31/2025 - - 0.0% - 0%
Construction 25% Complete 8 7/31/2026 - - 0.0% - 0%
Construction 50% Complete 11 10/31/2026 370,513 1,757,467 5.0% 285,000 10%
Construction 75% Complete 15 2/28/2027 - - 0.0% - 0%
Construction 90% Complete 20 7/31/2027 - - 0.0% - 0%
Constr. Complete 25 12/31/2027 2,964,106 14,059,738 40.0% 855,000 30%
First Bldg Placed in Svc 26 1/31/2028 - - 0.0% - 0%
100% TC Occupancy 31 6/30/2028 - - 0.0% - 0%
Perm. Finance Conv 35 10/31/2028 2,890,004 13,708,245 39.0% 714,404 25%
Bridge Loan Repayment 35 10/31/2028 - 0%
Final Equity 36 11/30/2028 74,103 351,493 1.0% 425,596 15%
Total 7,410,265 35,149,345 100.0% 2,850,000 100.0%
Monthly Schedule of Sources & Uses Period Beginning 11/21/25 12/31/25 1/31/26 2/28/26 3/31/26 4/30/26 5/31/26 6/30/26 7/31/26 8/31/26 9/30/26 10/31/26 11/30/26 12/31/26 1/31/27 2/28/27 3/31/27 4/30/27 5/31/27 6/30/27 7/31/27 8/31/27 9/30/27 10/31/27 11/30/27 12/31/27 1/31/28 2/29/28 3/31/28 4/30/28 5/31/28 6/30/28 7/31/28 8/31/28 9/30/28 10/31/28 11/30/28 12/31/28 1/31/29 2/28/29 3/31/29 4/30/29 5/31/29 6/30/29 7/31/29 8/31/29 9/30/29 10/31/29 11/30/29 12/31/29
Month 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49
Year 2025 2025 2026 2026 2026 2026 2026 2026 2026 2026 2026 2026 2026 2026 2027 2027 2027 2027 2027 2027 2027 2027 2027 2027 2027 2027 2028 2028 2028 2028 2028 2028 2028 2028 2028 2028 2028 2028 2029 2029 2029 2029 2029 2029 2029 2029 2029 2029 2029 2029
Percentage completed 0 3.42% 4.28% 5.17% 6.35% 9.77% 14.56% 21.55% 28.56% 35.59% 42.80% 50.01% 56.83% 63.73% 70.40% 77.15% 80.81% 83.91% 86.71% 89.42% 92.00% 94.14% 96.01% 97.89% 99.67% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%
Project Phase Devel Closing Construction
Start Construction Construction Construction Construction Construction ConstructionConstruction
25% CompleteConstruction ConstructionConstruction
50% CompleteConstruction Construction ConstructionConstruction
75% CompleteConstruction Construction Construction ConstructionConstruction
90% CompleteConstruction Construction Construction ConstructionConstr.
Complete
First Bldg
Placed in SvcPre-Stab Pre-Stab Pre-Stab Pre-Stab 100% TC
Occupancy Pre-Stab Pre-Stab Pre-Stab
Perm.
Finance
Conv
Final Equity Stabilized Stabilized Stabilized Stabilized Stabilized Stabilized Stabilized Stabilized Stabilized Stabilized Stabilized Stabilized Stabilized
Final Equity 11/30/2028 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1
Sources of Funds
Development Sources Pay-In Date Budget Use Check
Fannie MTEB - Chase Perm Conv 15,000,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 15,000,000 - - - - - - - - - - - - -
Greenbank - TBD Perm Conv - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Soft Loan - DMPED Constr Start 12,500,000 - 271,576 1,612,732 449,929 466,033 592,148 1,433,182 2,052,917 3,056,057 2,565,424 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Ground Lease - DCHA Constr Start 4,900,000 - 4,900,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Assingment of Pre-D Loan - DCHA Constr Start 10,165,293 - 4,500,000 241,590 60,861 63,364 82,966 424,650 520,973 676,886 678,348 497,211 509,607 510,005 481,946 487,765 471,386 477,145 259,400 218,877 198,241 (1,195,929) - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
DCHA Infrastructure Money - POAH Constr Start - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
45L Constr Start - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Accumulated Ground Lease Through Final Equity & Soft Debt Interest During ConstructionConstr Start 511,723 - 511,723 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Equity - Federal 4% LIHTC: $0.83 per creditConstr Start 35,149,345 - 5,272,402 - - - - - - - - - - 1,757,467 - - - - - - - - - - - - - 14,059,738 - - - - - - - - - 13,708,245 351,493 - - - - - - - - - - - -
Equity - DC LIHTC: $0.70 per credit Constr Start 7,410,265 - 1,111,540 - - - - - - - - - - 370,513 - - - - - - - - - - - - - 2,964,106 - - - - - - - - - 2,890,004 74,103 - - - - - - - - - - - -
Equity - Solar ITC Calculation: 50% ITC RATE First PIS - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Equity - Geothermal ITC Calcultation: 40% ITC RateFirst PIS 262,862 - - - - - - - - - - - - - - - - - - - - - - - - - - - 262,862 - - - - - - - - - - - - - - - - - - - - - -
Reinvestment Income for Perm Forward First PIS 1,633,500 - - 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 46,671 - - - - - - - - - - - - -
Reinvestment Income for ST Bonds First PIS 2,900,550 - - 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 - - - - - - - - - - - - -
Deferred Developer Fee Constr Start 3,636,384 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 3,636,384 - - - - - - - - - - - -
Deferred Developer Fee Bump 3,105,470 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 3,105,470 - - - - - - - - - - - -
Total Construction Sources 97,175,393 - 16,567,241 1,983,867 640,335 658,941 804,658 1,987,376 2,703,434 3,862,488 3,373,316 626,755 639,152 2,767,530 611,490 617,309 600,931 606,689 388,944 348,421 327,785 (1,066,384) 129,544 129,544 129,544 129,544 129,544 17,153,389 392,406 129,544 129,544 129,544 129,544 129,544 129,544 129,544 129,544 31,727,793 7,167,451 - - - - - - - - - - - -
Construction Loan Total/Max
Sources Less Uses - - - - - - - - (500,035) (3,260,960) (3,364,059) (1,561,005) (3,598,171) (3,665,913) (3,573,967) (3,654,445) (2,109,384) (1,832,072) (1,696,279) (3,046,093) (1,865,994) (1,622,092) (1,480,658) (1,491,257) (1,450,097) 15,490,697 (1,400,257) (212,782) (205,865) (207,341) (1,590,896) (220,221) (221,800) (223,392) (224,994) 28,801,833 (12,500) - - - - - - - - - - - -
Escrow Account Draws for Const. 12,500 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 12,500 - - - - - - - - - - - -
Construction Loan Draws 44,280,030 - - - - - - - - 500,035 3,260,960 3,364,059 1,561,005 3,598,171 3,665,913 3,573,967 3,654,445 2,109,384 1,832,072 1,696,279 3,046,093 1,865,994 1,622,092 1,480,658 1,491,257 1,450,097 - 1,400,257 212,782 205,865 207,341 1,590,896 220,221 221,800 223,392 224,994 - - - - - - - - - - - - - -
Construction Loan Repayments (44,280,030) - - - - - - - - - - - - - - - - - - - - - - - - - (15,490,697) - - - - - - - - - (28,789,333) - - - - - - - - - - - - -
Construction Loan Balance 39,772,481 - - - - - - - - 500,035 3,760,995 7,125,054 8,686,059 12,284,229 15,950,142 19,524,109 23,178,554 25,287,939 27,120,010 28,816,289 31,862,382 33,728,377 35,350,469 36,831,127 38,322,384 39,772,481 24,281,783 25,682,041 25,894,823 26,100,688 26,308,029 27,898,926 28,119,146 28,340,947 28,564,338 28,789,333 - - - - - - - - - - - - - -
Construction Loan Interest 236,646 rate: 7.14% - - - - - - - - 2,975 22,378 42,394 51,682 73,091 94,903 116,168 137,912 150,463 161,364 171,457 189,581 200,684 210,335 219,145 228,018 236,646 144,477 152,808 154,074 155,299 156,533 165,999 167,309 168,629 169,958 171,297 - - - - - - - - - - - - - -
Total Construction Loan Interest 3,915,580
Transfer to Escrow Account 12,500 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 12,500 0 - - - - - - - - - - - -
Escrow Account Draws for Const. (12,500) - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (12,500) - - - - - - - - - - - -
Escrow Account Balance 0 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 12,500 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Construction Loan Payoff Test FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE TRUE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE FALSE
Repayments Total
Repayment: Construction Loan (44,280,030) - - - - - - - - - - - - - - - - - - - - - - - - - (15,490,697) - - - - - - - - - (28,789,333) - - - - - - - - - - - - -
Total Repayments (44,280,030) - - - - - - - - - - - - - - - - - - - - - - - - - (15,490,697) - - - - - - - - - (28,789,333) - - - - - - - - - - - - -
Total Const. Period Sources, Net 141,455,423 16,567,241 1,983,867 640,335 658,941 804,658 1,987,376 2,703,434 3,862,488 3,873,351 3,887,715 4,003,211 4,328,535 4,209,661 4,283,222 4,174,898 4,261,134 2,498,328 2,180,493 2,024,064 1,979,709 1,995,539 1,751,636 1,610,203 1,620,801 1,579,641 32,644,086 1,792,664 342,326 335,409 336,886 1,720,441 349,765 351,345 352,936 354,539 60,517,125 7,179,951 - - - - - - - - - - - - -
Uses of Funds
Development Uses: Acquisition Budget Use Check
Land 4,900,000 - 4,900,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Building 3% - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Accumulated Ground Lease Through Final Equity 511,723 - 511,723 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Total Acquisition Costs 5,411,723 - 5,411,723 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Development Uses: Construction Budget Use Check
3.42% 0.86% 0.90% 1.17% 3.42% 4.79% 6.99% 7.01% 7.03% 7.21% 7.21% 6.82% 6.90% 6.67% 6.75% 3.67% 3.10% 2.80% 2.71% 2.58% 2.14% 1.87% 1.87% 1.78% 0.33% 0.00%
55,282,712 1,889,023.27$ 475,881.40$ 495,451.40$ 648,718.49$ 1,892,714.38$ 2,645,872.01$ 3,864,976.92$ 3,876,403.74$ 3,887,746.10$ 3,984,678.37$ 3,987,788.97$ 3,768,389.70$ 3,813,888.92$ 3,685,823.87$ 3,730,850.32$ 2,028,277.83$ 1,711,423.05$ 1,550,069.43$ 1,496,302.40$ 1,426,319.57$ 1,181,484.45$ 1,035,831.12$ 1,035,831.12$ 986,499.14$ 182,466.01$ - - - - - - - - - - - - - - - - - - - - - -
Construction 42,912,853 - 1,491,298.51$ 375,686.86$ 391,136.49$ 512,133.93$ 1,311,624.97$ 1,906,208.89$ 2,868,637.13$ 2,877,658.09$ 3,069,199.87$ 3,145,723.51$ 3,148,179.19$ 2,974,973.38$ 3,010,892.96$ 2,909,791.39$ 2,945,337.74$ 1,601,233.69$ 1,351,091.16$ 1,223,709.77$ 1,181,263.13$ 1,126,014.85$ 932,728.58$ 817,741.86$ 817,741.86$ 778,796.49$ 144,048.67$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$
Site Security - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Parking Construction - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Geothermal 730,350 - - 182,587.50 182,587.50 182,587.50 182,587.50
Infrasctructure 7,070,202 - - 241,590 60,861 63,364 82,966 242,063 338,385 494,299 495,760 497,211 509,607 510,005 481,946 487,765 471,386 477,145 259,400 218,877 198,241 191,365 182,414 151,102 132,474 132,474 126,165 23,336 - - - - - - - - - - - - - - - - - - - - - - -
Buy and Hold Period Inflation Premium - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
GC Fees 2,300,968 - - 78,625 19,807 20,622 27,001 78,778 110,126 160,867 161,343 161,815 165,850 165,979 156,847 158,741 153,411 155,285 84,421 71,233 64,517 62,279 59,366 49,176 43,113 43,113 41,060 7,595 - - - - - - - - - - - - - - - - - - - - - - -
Construction Bond Fee 768,339 - 26,254 6,614 6,886 9,016 26,306 36,773 53,717 53,876 54,033 55,380 55,424 52,374 53,007 51,227 51,853 28,190 23,786 21,543 20,796 19,824 16,421 14,396 14,396 13,711 2,536 - - - - - - - - - - - - - - - - - - - - - - -
Solar 1,500,000 - - 51,255 12,912 13,443 17,602 51,356 71,791 104,869 105,179 105,487 108,117 108,202 102,249 103,483 100,008 101,230 55,034 46,436 42,058 40,600 38,701 32,058 28,105 28,105 26,767 4,951 - - - - - - - - - - - - - - - - - - - - - - -
Subtotal Construction GMP 55,282,712 - - 1,889,023 475,881 495,451 648,718 1,892,714 2,645,872 3,864,977 3,876,404 3,887,746 3,984,678 3,987,789 3,768,390 3,813,889 3,685,824 3,730,850 2,028,278 1,711,423 1,550,069 1,496,302 1,426,320 1,181,484 1,035,831 1,035,831 986,499 182,466 - - - - - - - - - - - - - - - - - - - - - - - -
Withheld Retainage (2,764,136) - (188,902) (47,588) (49,545) (64,872) (189,271) (264,587) (386,498) (387,640) (388,775) (398,468) (397,989) - - - - - - - - - - - - - -
Payment of Retainage 2,764,136 - 1,382,068 1,382,068
Builders Risk Insurance 672,649 - 672,649 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
ISERV 146,790 - 13,345 13,345 13,345 13,345 13,345 13,345 13,345 13,345 13,345 13,345 13,345 - - - - - - - - - - - - - - - - - - - - - - -
Construction Contingency 2,805,108 - 95,851 24,147 25,140 32,917 96,038 134,255 196,113 196,693 197,269 202,187 202,345 191,212 193,521 187,023 189,308 102,917 86,840 78,652 75,924 72,373 59,950 52,559 52,559 50,056 9,259 - - - - - - - - - - - - - - - - - - - -
Total Construction Costs 58,907,258 - 672,649 1,795,972 452,440 471,046 616,763 1,799,481 2,515,539 3,674,593 3,685,456 3,696,240 3,788,398 3,792,145 3,959,602 4,007,410 3,872,847 3,933,502 2,144,539 1,811,607 1,642,066 1,585,571 1,512,037 1,254,779 1,101,735 1,101,735 1,049,900 205,069 1,382,068 - - - 1,382,068 - - - - - - - - - - - - - - - - - - -
90% 90% 90% 90% 90% 90% 90% 90% 90% 90% 90%
Development Uses: Soft Costs Budget Use Check
Architect and Engineering 1,885,108 - 1,225,320 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 26,392 - - - - - - - - - - - - - - - - - - - - - - - -
Architect 1,080,730 - 702,475 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 15,130 - - - - - - - - - - - - - - - - - - - - - - -
Landscape Architect 134,150 - 87,198 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 1,878 - - - - - - - - - - - - - - - - - - - - - - -
Civil Engineer 343,230 - 223,100 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 4,805 - - - - - - - - - - - - - - - - - - - - - - -
Private Utility Consultant - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Passive House/EGC-Consultant and Rater 301,998 - 196,299 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 4,228 - - - - - - - - - - - - - - - - - - - - - - -
Geothermal Design Cost 25,000 - 16,250 350 350 350 350 350 350 350 350 350 350 350 350 350 350 350 350 350 350 350 350 350 350 350 350 350 - - - - - - - - - - - - - - - - - - - - - - -
Owner's Rep (Construction Monitoring) 415,544 - 130,136 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 - - - - - - - - - - - - - - - - - - - - - - -
Construction Manager/Clerk 380,544 - 95,136 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 11,416 - - - - - - - - - - - - - - - - - - - - - - -
Precon Services 35,000 - 35,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Legal Fees-Owner 200,000 - 150,000 - - - - - - - - - - 12,500 - - - - - - - - - - - - - 12,500 - - - - - - - - 12,500 12,500 - - - - - - - - - - - - -
Appraisal 20,000 - 20,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Permits and Tap Fees, inc. Permit Expeditor 770,000 - 770,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Permits 700,000 - 700,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Expeditor Services 70,000 - 70,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Rent Study/Market Study 18,700 - 18,700 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Water and Sewer System Availaibility Fees - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Environmental Study, Insp 10,000 - 10,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Third Party Testing 150,901 - 150,901 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Third Party Estimates/Consultants 134,200 - 134,200 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Title & Recording 125,000 - 112,500 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 357 - - - - - - - - - - - - - -
Owners Interest Liability Coverage 266,263 - 266,263 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Accounting and Cost Cert 100,000 - 50,000 - - - - - - - - - - - - - - - - - - - - - - - - 50,000 - - - - - - - - - - - - - - - - - - - - - - - -
Marketing 118,000 - - - - - - - - - - - - - - - - - - - - - 16,857 16,857 16,857 16,857 16,857 16,857 16,857 - - - - - - - - - - - - - - - - - - - - - - -
Marketing & Lease-Up 100,000 - - - - - - - - - - - - - - - - - - - - - 14,286 14,286 14,286 14,286 14,286 14,286 14,286 - - - - - - - - - - - - - - - - - - - - - -
POAH Community Startup Costs 18,000 - - - - - - - - - - - - - - - - - - - - - 2,571 2,571 2,571 2,571 2,571 2,571 2,571 - - - - - - - - - - - - - - - - - - - - - -
Survey 12,500 - 12,500 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Interior Design 102,350 - - - - - - - - - - - - - - - - - - - - - 14,621 14,621 14,621 14,621 14,621 14,621 14,621 - - - - - - - - - - - - - - - - - - - - - - -
Art FF&E 75,000 - - - - - - - - - - - - - - - - - - - - - 10,714 10,714 10,714 10,714 10,714 10,714 10,714 - - - - - - - - - - - - - - - - - - - - - - -
Utility Deposits (Dry Design) - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Site Security - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
CBE Consultant-TreKnot 100,000 - 100,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Relocation 140,475 - 140,475 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Community Outreach 60,000 - 60,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Master Planning Allocation 1,335,598 - 1,335,598 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Predevelopment Interest - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Legal fees - DCHA 125,000 - 125,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
RE Taxes by Development - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Soft Debt Interest During Construction - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Development Operations Shortfall 205,189 - - - - - - - - - - - - - - - - - - - - - 25,367 25,367 25,367 25,367 25,367 25,367 44,544 8,442 - - - - - - - - - - - - - - - - - - - - - -
DCHFA Bond Application Fee 47,000 - 47,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
DCHFA Financing Fee 940,000 - 940,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
DCHFA Construction Monitoring Fee 589,073 - 589,073 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
DCHFA Issuer Counsel 45,000 - 45,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
DCHFA Issuer Fee (ST Bonds) 383,333 - 383,333 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
DCHFA Issue Fee (LT Bonds) 150,000 - 150,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
DCHFA LIHTC Allocation Fee 254,092 - 254,092 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
DHCD LIHTC Allocation Fee 169,392 - 169,392 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
DHCD State Credit Fee 105,870 - 105,870 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Bond Counsel 115,000 - 115,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Lender Application Fee 46,600 - 46,600 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Lender Origination Fee - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Construction Period Interest 4,710,000 - - - - - - - - - - 3,579 26,918 50,995 62,168 87,920 114,158 139,738 165,893 180,990 194,103 206,243 228,045 241,400 253,010 263,607 274,280 284,659 173,789 183,811 185,334 186,807 188,291 199,678 201,254 202,841 204,440 206,050 - - - - - - - - - - - - -
Construction Period Interest- HC From Above 4,710,000 - - - - - - - - - - 3,580 26,918 50,995 62,164 87,917 114,156 139,737 165,894 180,991 194,103 206,243 228,047 241,402 253,013 263,611 274,286 284,667 173,772 183,797 185,322 186,799 188,286 199,678 201,257 202,849 204,452 206,066 - - - - - - - - - - - - -
Construction & Perm Loan Origination Fee 398,430 - 398,430 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Perm Loan Origination Fee 604,128 - 604,128 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Underwriter Fee - LT Bonds 97,500 - 97,500 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Underwriter Fee - ST Bonds 160,000 - 160,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
UW Counsel 75,000 - 75,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Agency Forward Interest Expense 2,340,000 - - 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 66,857 - - - - - - - - - - - - - -
Short Term Bond Interest Expense 2,900,550 - - 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 82,873 - - - - - - - - - - - - - -
Lender + Syndicator Construction Inspection Fee 20,000 - 20,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Lender Legal 130,000 - 130,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Syndicator Legal 15,000 - 15,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
LIHTC Syndicator 80,000 - 80,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Other Loan Fees - Trustee, Trustee Legal, Rating Agency, Dissemintation Agent, Closing Admin Fee + Bidding Agent/Verification38,875 - 38,875 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Soft Cost Contingency 636,983 - 636,983 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Total Soft Cost 21,421,654 - 9,912,869 187,895 187,895 187,895 187,895 187,895 187,895 187,895 187,895 191,475 214,813 251,390 250,059 275,812 302,051 327,632 353,789 368,886 381,998 394,138 483,501 496,857 508,468 519,066 529,741 602,622 410,596 342,326 335,409 336,886 338,373 349,765 351,345 352,936 354,539 368,653 12,500 - - - - - - - - - - - - -
Development Uses: Capitalized Reserves Budget Use Check
Operating Reserve 868,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 868,000 - - - - - - - - - - - - -
Debt Service Reserve 256,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 256,000 - - - - - - - - - - - - -
Replacement Reserve 220,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 220,000 - - - - - - - - - - - - -
Real Estate Tax Reserve - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Insurance Reserve 160,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 160,000 - - - - - - - - - - - - -
Sponsor's Lease-up Reserve 338,903 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 338,903 - - - - - - - - - - - - -
Total Reserves 1,842,903 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 1,842,903 - - - - - - - - - - - - - -
Development Uses: Developer Fee Budget Use Check
Paid Developer Fee - Devel Closing 570,000 - 570,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Paid Developer Fee - Construction Start - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Paid Developer Fee - Construction 25% Complete - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Paid Developer Fee - Construction 50% Complete 285,000 - - - - - - - - - - - - 285,000 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Paid Developer Fee - Construction 75% Complete - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Paid Developer Fee - Construction 90% Complete - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Paid Developer Fee - Constr. Complete 855,000 - - - - - - - - - - - - - - - - - - - - - - - - - - 855,000 - - - - - - - - - - - - - - - - - - - - - - -
Paid Developer Fee - First Bldg Placed in Svc - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Paid Developer Fee - 100% TC Occupancy - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Paid Developer Fee - Perm. Finance Conv 714,404 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 714,404 - - - - - - - - - - - - -
Paid Developer Fee - Bridge Loan Repayment - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Paid Developer Fee - Final Equity 425,596 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 425,596 - - - - - - - - - - - -
Paid Developer Fee 2,850,000 - 570,000 - - - - - - - - - - 285,000 - - - - - - - - - - - - - 855,000 - - - - - - - - - 714,404 425,596 - - - - - - - - - - - -
Deferred Developer Fee 3,636,384 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 3,636,384 - - - - - - - - - - - -
Deferred Developer Fee Bump 3,105,470 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 3,105,470 - - - - - - - - - - - -
Total Developer Fee 9,591,855 - 570,000 - - - - - - - - - - 285,000 - - - - - - - - - - - - - 855,000 - - - - - - - - - 714,404 7,167,451 - - - - - - - - - - - - -
Total Development Cost 97,175,393 - 16,567,241 1,983,867 640,335 658,941 804,658 1,987,376 2,703,434 3,862,488 3,873,351 3,887,715 4,003,211 4,328,535 4,209,661 4,283,222 4,174,898 4,261,134 2,498,328 2,180,493 2,024,064 1,979,709 1,995,539 1,751,636 1,610,203 1,620,801 1,579,641 1,662,691 1,792,664 342,326 335,409 336,886 1,720,441 349,765 351,345 352,936 354,539 2,925,960 7,179,951 - - - - - - - - - - - - -
POAH Inc. Underw riting M odel Tab Draw Schedule - p. 1 of 1
Confidential | For use by POAH and its financial partners
Exhibit L

Affordable Housing Plan

BARRY FARM RENTAL FLATS PHASE I

TENANT SELECTION PLAN

The complete tenant selection plan is on file in the management office for review.
Reasonable accommodations for Non-English-speaking individuals are available upon
request.

POAH Communities LLC, Agent for Owner, does not discriminate on the basis of
handicapped status in the admission or access to, or treatment or employment in, its
federally assisted programs and activities. Equal Housing Opportunity/Equal
Opportunity Employer.

*All rights to this document reserved by POAH Communities, LLC

Page 2 Barry Farm Rental Flats Phase I – TSP 2025
RESIDENT AND COMMUNITY INPUT FOR TENANT SELECTION PLAN

POAH Communities welcomes input from both residents and members of the community
relative to the content of this Tenant Selection Plan. During January of each calendar year residents
and members of the community are welcome to submit suggestions to POAH Communities relative
to items that might be included in a revision of this plan. POAH Communities as Agent reserves
the right to determine the appropriateness of any suggested changes to the plan and will be the sole
decision maker as to what is included in this plan going forward. POAH Communities wants this
plan to be in the best interest of the residents and the Owner. POAH Communities will follow all
applicable local, state and federal laws and regulations. POAH Communities will take into
consideration the thoughtful and appropriate input of residents and community members.

Any comments can be submitted to the POAH Communities Customer Service
Department at:

POAH Communities LLC
2 Oliver Street
Suite 500
Boston, MA 02109
Attention Customer Service Department
or customerservice@poahcommunities.com
or
1-877-489-0101 extension 275
Page 3 Barry Farm Rental Flats Phase I – TSP 2025
Table of Contents
I. Introduction ................................................................................................................................................................ 6
A. Property Description ........................................................................................................................................... 6
B. The Owner and the Agent .................................................................................................................................. 6
C. Purpose of the Tenant Selection Plan .............................................................................................................. 6
D. Tenant Type ........................................................................................................................................................... 6
E. Unit Distribution.................................................................................................................................................... 6
F. Rent Structure ........................................................................................................................................................ 7
II. Fair Housing and Equal Opportunity Policies ..................................................................................................... 7
A. Nondiscrimination ................................................................................................................................................ 7
B. Section 504 Policies .............................................................................................................................................. 8
C. Language Assistance Policies .............................................................................................................................. 8
D. Privacy Policy ......................................................................................................................................................... 9
III. ELIGIBILITY REQUIREMENTS ........................................................................................................................... 10
A. Income ................................................................................................................................................................... 10
B. Income Targeting for Section 8 Assisted Units Only .................................................................................. 10
C. Occupancy Requirements ................................................................................................................................. 11
D. Disclosure of Social Security Numbers (SSN) ............................................................................................. 12
E. Citizenship and Immigration Status – Section 8 only .................................................................................. 13
F. Students ................................................................................................................................................................. 14
G. Suitability for Admission ................................................................................................................................... 16
H. Live-In Aides ........................................................................................................................................................ 17
I. Visitors .................................................................................................................................................................... 17
J. Sole Residence Requirements ............................................................................................................................ 18
☐ K. Enterprise Income Verification System Policy – only if checked ........................................................ 18
IV. PREFERENCES FOR ADMISSION .................................................................................................................... 19
☒ A. Existing Tenant Preferences (transfers) .................................................................................................... 19
B. Statutory and HUD Regulatory Preferences ................................................................................................. 20
☒ C. Accessible Units ............................................................................................................................................. 20
D. State and Local Preferences ............................................................................................................................. 20
E. Owner Adopted Preferences ........................................................................................................................... 20
F. Other Preferences ............................................................................................................................................... 21
Page 4 Barry Farm Rental Flats Phase I – TSP 2025
G. Preference Exceptions ....................................................................................................................................... 21
V. MARKETING AND WAITING LIST APPLICATIONS ................................................................................. 22
A. Marketing .............................................................................................................................................................. 22
B. Waiting List Applications ................................................................................................................................... 22
VI. CREATING AND MAINTAINING THE WAITING LIST .......................................................................... 23
A. Data Included on the Waiting List .................................................................................................................. 23
B. Organization of the Waiting List...................................................................................................................... 23
C. Maintaining and Updating the Waiting List ................................................................................................... 24
D. Closing and Opening the Waiting List ........................................................................................................... 25
VII. APPLICATION PROCEDURE .......................................................................................................................... 25
A. Contacting Applicant Households; Interviews ............................................................................................. 25
B. Written Applications .......................................................................................................................................... 26
C. Completion of the Application ........................................................................................................................ 26
D. Failure to Attend Interviews and Complete Applications ......................................................................... 27
VIII. QUALIFYING PROCEDURES AND DETERMINING QUALIFICATION FOR ADMISSION ......... 27
A. Safety and Security .............................................................................................................................................. 29
B. Rental History ...................................................................................................................................................... 30
C. Credit History ..................................................................................................................................................... 30
☐ D. Use of EIV ...................................................................................................................................................... 32
E. Verification ............................................................................................................................................................ 32
IX. APPROVAL OR REJECTION FOR OCCUPANCY ..................................................................................... 32
A. Approval ............................................................................................................................................................... 32
B. Security Deposits ................................................................................................................................................ 33
C. Rejected Applications ........................................................................................................................................ 33
X. TRANSFER AND SPLIT HOUSEHOLD POLICY .......................................................................................... 33
A. Mandatory Transfers .......................................................................................................................................... 33
B. Voluntary Transfers ............................................................................................................................................ 33
C. Split Household ................................................................................................................................................... 34
D. Processing Transfers .......................................................................................................................................... 34
E. Verifications .......................................................................................................................................................... 35
XI. CONFERENCES ................................................................................................................................................... 35
A. Notice of Right to a Conference..................................................................................................................... 35
B. Conference Procedures ..................................................................................................................................... 36
Page 5 Barry Farm Rental Flats Phase I – TSP 2025
C. Decisions .............................................................................................................................................................. 36
XII. VIOLENCE AGAINST WOMEN ACT (VAWA) ........................................................................................ 36
A. Applicant and Tenant Rights and Responsibilities ........................................................................................ 36
B. Termination of Tenancies .................................................................................................................................. 37
C. Transfers and Split Households ....................................................................................................................... 37
D. Certification ......................................................................................................................................................... 38
E. Confidentiality ...................................................................................................................................................... 38
XIII. AMENDMENTS TO THE TSP ........................................................................................................................ 39
TENANT SELECTION PLAN EXHIBITS ................................................................................................................. 40
Page 6 Barry Farm Rental Flats Phase I – TSP 2025
TENANT SELECTION PLAN

I. Introduction

A. Property Description

The community’s name, number of units, the maximum rents for the units, and the
availability of Section 8 rental assistance for specific units at the Development (the
“Assisted Units”) are described in this Tenant Selection Plan or “TSP” in Exhibit 1
“Program Information Sheet”.

B. The Owner and the Agent

The name, address, and telephone number of the Owner of the Development (the
“Owner”), the name, address, telephone number, and location of the management office
of the Owner’s Management Agent (the “Agent”), and the Owner’s agent for service of
process, if any, are described in Exhibit 2,” Owner-Agent Disclosure”.

C. Purpose of the Tenant Selection Plan

This Tenant Selection Plan (the “Tenant Selection Plan” or the “TSP”) describes the
eligibility requirements for admission to the Development, the procedures to be followed
in selecting tenants for the dwelling units in the Development, and the occupancy policies
for the Development. The purpose of this TSP is to assure that all persons have an equal
opportunity to apply for the Development, that there is a fair and equitable selection
process for the housing, that there are fair and reasonable procedures that govern
occupancy of the Development, and that admissions and occupancy practices are
consistent with the requirements of the programs that provide financing for the
Development.

D. Tenant Type:

The Development is not designated as housing exclusively for any particular tenant type
and is known as a Family Development.

E. Unit Distribution

11 Units at or below 30% of median income
31 Units at or below 50% of median income
33 Units at or below 60% of median income
15 Units at or below 80% of median income
90 Total units
Page 7 Barry Farm Rental Flats Phase I – TSP 2025
F. Rent Structure

The current rent structure for the Development, by unit size and income distribution, is
attached to this Plan as Exhibit 1.

II. Fair Housing and Equal Opportunity Policies

A. Nondiscrimination

It is the policy of the Owner and the Agent to comply fully with all applicable federal,
state and local non-discrimination laws, including Title VI of the Civil Rights Act of
1964 and the implementing regulations at 24 CFR Part 1; Section 3 of the Housing and
Community Development Act of 1968, as amended; Executive Order 11063 on Equal
Opportunity in Housing and the implementing regulations at 24 CFR Part 107; Section
504 of the Rehabilitation Act of 1973 and the implementing regulations at 24 CFR Part
8; the Age Discrimination Act of 1975 and the implementing regulations at 24 CFR
Part 146; the Fair Housing Act as amended and the implementing regulations at 24
CFR Parts 100, et seq; the Americans with Disabilities Act.

The Owner and the Agent will not, on the basis of race, color, national origin, sex,
age, disability, religion, familial status, sexual orientation or gender identity
(including lesbian, gay, bisexual, or transgender (LGBT)), military status,
ancestry or marital status (See Exhibit 25 for State Specific Protected Classes):
1. Deny to any family the opportunity to apply for housing, nor deny to any
qualified applicant the opportunity to lease housing suitable to its needs.

2. Provide housing which is different from those provided others.

3. Subject a person to segregation or disparate treatment.

4. Restrict a person's access to any benefit enjoyed by others in connection with
the housing program.

5. Treat a person differently in determining eligibility or other requirements for
admission.
6. Deny a person access to the same level of services.

7. Deny a person the opportunity to participate in a planning or advisory group
which is an integral part of the housing program.

In compliance with HUD's Final Rule “Equal Access to Housing in HUD Programs
Regardless of Sexual Orientation or Gender Identity,” it is our policy to ensure that
Page 8 Barry Farm Rental Flats Phase I – TSP 2025
POAH Communities LLC does not discriminate on the basis of disability status in the
admission or access to, or treatment or employment in, its federally assisted programs and
activities.

The person named below has been designated to coordinate compliance with the
nondiscrimination requirements contained in the Department of Housing and Urban
Development’s regulations implementing Section 504 (24 CFR, part 8 dated June 2, 1988.

Section 504 Coordinator
POAH Communities LLC
2 Oliver Street, Suite 500
Boston, MA 02109
Telephone: 877-489-0101 TTY: 7-1-1
this housing is open to all eligible individuals and families regardless of actual or
perceived sexual orientation, gender identity, or marital status.

The Agent shall affirmatively market to minorities and persons with disabilities as
specified in its Affirmative Fair Housing Marketing Plan (AFHMP). The Agent shall not
discriminate based on race, national origin or another protected characteristic
resulting from consideration of an applicant’s limited ability to read, write, speak or
understand English, or persons with limited English proficiency (“LEP”), either through
the use of language-related criteria, or through a failure to provide housing-related
language assistance services to persons with LEP as required pursuant to Section C of
this Plan.

B. Section 504 Policies

To assure compliance with Section 504 of the Rehabilitation Act (“Section 504”), the
Fair Housing Act, and the applicable provisions of the Americans with Disabilities Act
(the “ADA”), the Agent maintains a Section 504 Policy, attached to the TSP as Exhibit
3 “Section 504 Policy”.

The Section 504 Policy describes the Development’s policies for assuring:

1. Accessible communications and other compliance requirements of Section 504.
E.g., the hearing impaired.

2. Procedures for making reasonable modifications in rules, policies, practices and
services when necessary to afford a qualified individual applicant or resident
with disabilities an equal opportunity to use and enjoy a dwelling and participate
in the housing, programs and services available at the Development.
C. Language Assistance Policies

A Language Assistance Plan for the Development is attached to the TSP. The purpose
Page 9 Barry Farm Rental Flats Phase I – TSP 2025
of a language assistance plan is to ensure meaningful access to the housing and services
available at the Development by people of limited English-speaking proficiency and the
hearing impaired in compliance with Title VI of the 1964 Civil Rights Act. See Exhibit
4, “Language Assistance Policy”.

D. Privacy Policy

Information in tenant files is considered confidential unless otherwise required by law
or legal process.

Unless otherwise required by local, state, or federal law or regulation, the terms of
Owner’s financing, or by legal process, the Agent will not disclose any personal
information contained in its records to any person or agency unless the individual
about whom information is requested gives written consent to such disclosure. A
Release of Information Form will be required from the individual. See Exhibit 5
“Release of Information Form". All requested information will be administered as
reflected in the policy.

Any Agent Community Impact Service Coordinator (CIC) is an employee of Agent.
As such, the CIC is authorized to access the tenant files, including YARDI statistics and
files, as a tool for purposes relating to the execution of their job. All employees are
required to keep confidential and secure the information obtained in tenant files
subject to the following paragraph. Employees cannot release specific tenant data to
anyone without prior written consent by resident or applicant, utilizing one of the
available consent forms provided by the Agent.

This policy in no way limits the Agent’s ability to collect such information as it may
need to determine eligibility, calculate rent, or determine a household’s suitability for
tenancy and continued occupancy. This policy is not intended to preclude the
cooperation of the Agent with local, state, or federal investigations into fraud or
criminal activity. With proper identification, the Agent is permitted to advise the
investigating officer whether or not a person is a tenant, how long a person has been a
tenant, and answer other questions related to the investigation. The Agent will not
make files, forms, or documents available to the investigating officer unless a court
order (subpoena or warrant) for such action is provided.

All information provided to Agent related to an individual’s status as a victim of
domestic violence, dating violence or stalking shall be retained in confidence, and shall
neither be entered into any shared database nor provided to any entity unless
disclosure is:
a. Requested or consented to by the individual in writing.
b. Required for use in an eviction proceeding; or
c. Otherwise required by applicable law.

If disclosure of such information is ever required for use in an eviction proceeding or is
otherwise required by applicable law, the Agent will inform the individual before the
disclosure occurs so that the safety risks can be identified. If disclosure of the
Page 10 Barry Farm Rental Flats Phase I – TSP 2025
information will place the individual’s safety at risk, the Agent will work with the
individual to determine whether there are alternative to disclosure.”

All residents whose personal information is protected by court order, including but
not limited to a restraining order, will be asked to provide a copy of such court order
to the on-site Property Manager.{ Owners must dispose of all files and records in a
manner that will prevent any unauthorized access to personal information., e.g.,
pulverize, shred, etc.}

III. ELIGIBILITY REQUIREMENTS
To be eligible for occupancy in the Development, applicants must meet the requirements of
this section of the TSP. For more information see Exhibit 1, “Program Information Sheet”.

A. Income

The annual income of applicant households must not exceed the amounts set forth in
the Program Information Sheet, as they may be adjusted from time to time. The
applicable income limits for this community are:
☒ Low-Income Limit (80% of median income)
☒ Low-Income Limit (60% of median income)
☒ Very Low-Income Limit (50% of median income)
☒ Extremely Low-Income (higher of the Federal Poverty Level or 30% of median
income)
For more information as well as other income limits that may apply see Exhibit 1,
“Program Information Sheet.”

B. Income Targeting for Section 8 Assisted Units Only

1. The Development is required to comply with the income targeting requirement.

2. The method with which to achieve this requirement is listed below:

Admit only extremely low-income (ELI) applicants until the requirement is met.
In chronological order, select eligible applicants from the waiting list whose
incomes are at or below the extremely low -income limit to fill the first forty
percent (40%) of expected vacancies in the Development. Once the
Development has achieved the forty percent (40%) target, admit applicants in the
waiting list order.

Extremely low -income (ELI) families are defined as very-low-income families
whose incomes do not exceed the higher of:
▪ The Federal Poverty Level or
Page 11 Barry Farm Rental Flats Phase I – TSP 2025
▪ 30% of the Area Median Income

C. Occupancy Requirements

The unit must have enough space to accommodate the household. Occupancy
standards must comply with federal, state and local occupancy standards, and/or laws
in connection with occupancy requirements, fair housing and civil rights laws, as well as
landlord-tenant laws and zoning restrictions. Acceptable occupancy standards are
defined as follows:
1. As a general rule, no more than two people and no less than one person will
be permitted to occupy a bedroom.
One Bedroom – One to two persons
Two Bedroom – Two to four persons

a. However, in addition to considering the number of household members and
the number of bedrooms in the unit, the following factors should also be
considered:
i. The household’s need for a larger unit as a reasonable accommodation;
and
ii. Balancing the need to avoid overcrowding with the need to avoid
underutilization of the space and unnecessary subsidy.
2. For the purpose of determining the unit size for which a household may be
eligible; the following will be counted as members of the household:

1) Fulltime household members
2) Unborn children
3) Children in the process of being adopted
4) Children whose custody is being determined
5) Foster children
6) Children temporarily in a foster home
7) Children in joint custody fifty percent (50%) of the year or more
8) Children away at school but home for recess
9) Live in aides
10) Foster adults

Note: Proof of Custody/Guardianship will be required for all household members that
are minor children. Acceptable proof of custody documents include;

1) Birth Certificate, or
2) A Legal document from a court is required, which may state Guardianship
Petition Approval or Guardian of Person or Estate which shows that the
resident/applicant has either custody or guardianship of minor children.
3) A household may be required to provide proof of custody of related
or unrelated occupants in order to be considered for a change in unit
size.
Page 12 Barry Farm Rental Flats Phase I – TSP 2025
D. Disclosure of Social Security Numbers (SSN)

Applicants and tenants must disclose and provide documentation of Social Security
Numbers (SSN) for all household members by providing a valid social security card
issued by the Social Security Administration or other verification resources provided
by the U.S. Department of Housing and Urban Development (HUD). Failure to
disclose and provide documentation and verification of SSNs will result in an applicant
not being admitted or a tenant household’s tenancy being terminated.
Applicants do not need to disclose or provide verification of an SSN to be placed on
the waiting list; however, applicants must disclose an SSN and provide adequate
documentation to verify each SSN for all non-exempt household members before they
can be housed.

If household members have not disclosed and/or provided verification of the SSN at
the time a unit becomes available, the next eligible applicant must be offered the
available unit.
Management will accept applicants without documentation of SSNs with the following
provision:

Individuals/households that cannot provide valid proof of SSN for every household
member may be placed on the waiting list, if otherwise eligible, but will not be
approved for assistance until acceptable SSN documentation is provided. Any
individuals/households that have not disclosed and provided verification of SSNs for all
non-exempt household members have 90 days from the date they are first offered an
available unit to disclose and/or verify the SSN’s. After 90 days, if the
individual/household is unable to disclose or verify the SSNs of all non-exempt
household members, the applicant will be determined ineligible and removed from the
waiting list.

A. Adequate documentation to verify the SSN of an individual is a social security
card issued by the Social Security Administration (SSA), an original document
issued by a federal or state government agency which contains the name and
SSN of the individual along with identifying information of the individual,
(a) Acceptable forms of verification for Social Security number
disclosure include but are not limited to (See HUD Handbook
4350.3 Appendix 3 for a complete list):
(i) Original Social Security Card
(ii) Original document issues by a federal or state government agency
which contains the name, SSN, and other identifying information of
the individual
(iii) Driver’s license with SSN
(iv) Identification card issue by a medical insurance provider, or an
employer or trade union
(v) Earnings statements on payroll stubs
(vi) Bank statement
(vii) Form 1099
Page 13 Barry Farm Rental Flats Phase I – TSP 2025
(viii) Benefit award letter with SSN
(ix) Retirement letter with SSN
(x) Life insurance policy with SSN
(xi) Court Records with SSN
B. Owners may reject documentation of the SSN provided by the applicant or
tenant that:
1) Is not an original document; or
2) Is the original document but it has been altered, mutilated, or is not
legible; or
3) Appears to be a forged document (e.g., does not appear to be
authentic) *.
Exceptions to the Disclosure of Social Security Number:
The Social Security Number requirements do not apply to:
• Individuals aged 62 or older as of January 31, 2010, whose initial
determination of eligibility was begun before January 31, 2010.
• Individuals/households that are claiming ineligible non-citizenship status
do not need to disclose SSN as the individual is not eligible to receive
rental assistance therefore the household assistance will be
prorated.
• A child under the age of 6 years added to the applicant household
within the 6-month period prior to the household’s date of admission.
The household will have a maximum of 90-days after the date of
admission to provide the Social Security Number and adequate
documentation that the Social Security Number is valid. An additional
90 days may be granted under certain circumstances. If the household
does not provide the Social Security Number and adequate
documentation to verify the Social Security Number within the
prescribed timeframe, HUD requires that the owner/agent terminate
tenancy.

When determining the eligibility of an individual who meets the exception
requirements for SSN disclosure and verification, documentation must be obtained
that verifies the applicant’s exemption status. A certification from the tenant is not
acceptable verification of the exemption status. This documentation must be retained
in the tenant file.

E. Citizenship and Immigration Status – Section 8 only

1. Assistance in any federally subsidized unit described on the Program
Information Sheet is limited to citizens and nationals of the United States, and
non-citizens with eligible immigration status. A student who holds a non-
citizen visa and their non-citizen family members are not eligible for
admission. Students with a non-citizen visa who have citizen family members
that will reside in the unit are eligible for admission with pro-rated rental
assistance. To qualify for admission to an assisted unit, all members of each
Page 14 Barry Farm Rental Flats Phase I – TSP 2025
applicant household must.
a. Declare citizenship or immigration status.
b. Complete verification and consent forms, as appropriate, to
document eligible status; and
c. Provide documentation of citizenship or immigration status or sign a
declaration that the individual does not claim eligible status prior to
occupancy.
2. A mixed family consisting of one or more eligible household members and one
or more ineligible household members may qualify for admission to an assisted
unit and receive pro-rated assistance. A household with no eligible members is
not eligible for admission to an assisted unit.

F. Students

1. Eligibility for Section 8 Assisted Units

Student eligibility is determined at move in/initial certification and at each annual
certification. Student eligibility may also be reviewed at interim certification if student
status has changed since the last certification. All students are required to report any
change in their student status.

A student who is enrolled as either a part time or full-time student at an institute of
higher education for the purpose of obtaining a degree, certificate, or other program
leading to a recognized educational credential will be eligible for assistance if the
student meets all other eligibility requirements, meets screening criteria requirements
and:
a. Is at least 24 years old or
b. Is married or
c. Is a veteran of the Armed Forces of the United States or is currently serving
on active duty in the Armed Forces for other than training purposes or
d. Has legal dependents other than a spouse or
e. Is a person with disabilities, as such term defined in 3(b)(3) (E) of the United
States Housing Act of 1937 (42 U.S.C. 1437a(b)(3)(E)) and was not receiving
Section 8 assistance as of November 30, 2005, or
f. Is not living with parents who are receiving Section 8 assistance: and
g. Is individually eligible to receive Section 8 assistance and has parents (the
parents individually or jointly) who are income eligible to receive Section 8
assistance. For a student to be eligible independent of his or her parents
(where the income of the parents is not relevant), the student must
demonstrate the absence of, or his or her independence from, parents. The
student must:
(i) Be of legal contract age under state law.
(ii) Have established a household separate from parents or legal
guardians for at least one year prior to application for occupancy or
Page 15 Barry Farm Rental Flats Phase I – TSP 2025
meet the U.S. Department of Education’s definition of an
Independent Student.
An Independent Student must meet one or more of the following:
1. Be at least 24 years old by December 31 of the award year
for which aid is sought.
2. Be an orphan or a ward of the court through the age of 18.
3. Be a veteran of the U.S. Armed Forces.
4. Have legal dependents other than a spouse such as
dependent children or an elderly dependent parent.
5. Be a graduate or professional student; or
6. Be married.
h. Is classified as Vulnerable Youth; A student meets HUD's definition of a
vulnerable youth when:
i) The individual is an orphan, in foster care, or a ward of the court or
was an orphan, in foster care, or a ward of the court at any time
when the individual was 13 years of age of older.
ii) The individual is, or was immediately prior to attaining the age of
majority, an emancipated minor or in legal guardianship as
determined by a court of competent jurisdiction in the individual's
State of legal residence.
iii) The individual has been verified during the school year in which the
application is submitted as either an unaccompanied youth who is a
homeless child or youth (as such terms are defined in section 725 of
the McKinney-Vento Homeless Assistance Act) (42 U.S.C. 11431 et
seq.), or as unaccompanied, at risk of homelessness, and self-
supporting, by
a) A local educational agency homeless liaison designated
pursuant to the McKinney-Vento Homeless Assistance Act.
b) The director of a program funded under the Runaway and
Homeless Youth Act or a designee of the director.
c) The director of a program funded under subtitle B of title
IV of the McKinney-Vento Homeless Assistance Act
(relating to emergency shelter grants) or a designee of the
director; or
d) A financial aid administrator
i. The individual is a student for whom a financial aid administrator makes a
documented determination of independence by reason of other unusual
circumstances.
For purposes of determining the eligibility of a person to receive Section 8 rental
assistance, any financial assistance (in excess of amounts received for tuition, and other
required fees and charges) that an individual receives under the Higher Education Act
of 1965 (20 U.S.C. 1001 et seq.), from private sources, or from an institution of higher
education (as defined under the Higher Education Act of 1965 (20 U.S.C. 1002)), shall
be considered income to that individual unless;
1) the student is living with his/her parents receiving Section 8 assistance or
2) the student is over the age of 23 with dependent children.
Page 16 Barry Farm Rental Flats Phase I – TSP 2025
Financial aid received from people living outside the unit is not counted if the
student meets the definition of “vulnerable youth.”
2. Eligibility for Units Under Other Assistance Programs
The student must meet all of the following criteria to be eligible for assistance under
programs other than Section 8.
a. Be of legal contract age under state law.
b. Have established a household separate from parents or legal guardians for
at least one year prior to application for occupancy or meet the U.S.
Department of Education’s definition of an Independent Student.
c. Not be claimed as a dependent by parents or legal guardians pursuant to
IRS regulations; and
d. Obtain a certification of the amount of financial assistance that will be
provided by parents, signed by the individual providing the support. This
certification is required even if no assistance will be provided.

3. Eligibility for Low Income Housing Tax Credit Units
A household that consists entirely of full-time students is not eligible for occupancy in
a unit that is assisted with Low Income Housing Tax Credits pursuant to Section 42 of
the Internal Revenue Code unless:

a. A member of the household receives assistance under Title IV of the Social
Security Act (TANF).
b. A member of the household is enrolled in a job-training program receiving
assistance under the Job Training Partnership Act or under other similar
Federal, State or Local Laws.
c. The entire household is comprised of a Head of Household who is a single
parent with minor child(ren); the parent is not a dependent and the minor
child(ren) are not listed as dependents (as defined in IRC Section 152) on
any other third-party tax return, other than a parent of the minor
child(ren) in the household; or
d. The entire household is comprised of individuals who are married that are
eligible to file or file a joint tax return.

G. Suitability for Admission

Each applicant household must document that the family meets the suitability criteria
of the Development. Suitability will be verified by the Agent using the qualifying
procedures and verification standards described in this TSP. Therefore an applicant
will be suitable for admission if qualifying procedures and verification indicates that the
applicant will:

1. Pay the rent for the unit on a regular and timely basis.
2. Refrain from causing damage to the unit or the Development.
3. Refrain from disturbing neighbors in the Development and in the
Page 17 Barry Farm Rental Flats Phase I – TSP 2025
neighborhood, and refrain from interfering with the responsibilities of the
Agent.
4. Refrain from engaging in unlawful activity, including illegal possession or use
of drugs, sexual offenses and physical abuse of another individual.

H. Live-In Aides

1. Live-In Aide may occupy a unit with an eligible household. The household will
be assigned to a unit based on occupancy standards for a household that
includes the Live-In Aide. A Live-In Aide is any person (including a relative of a
member of the household) who resides with one or more elderly persons,
near-elderly persons or persons with disabilities, and who:
a. Is determined to be essential to the care and well-being of the
person(s).
b. Is not obligated for the support of the person(s); and
c. Would not be living in the unit except to provide the
necessary supportive services.

2. Prior to moving in, all Live-In Aides will be processed under the same qualifying
procedure and meet the same qualifying criteria set forth in this TSP with the
exception of meeting the credit criteria and showing the ability to pay rent. A
written verification will be obtained from a third-party Physician or other
professional responsible for evaluating and/or treating the resident that
establishes the need for such care.

3. If the household member requiring assistance dies, the Live-In Aide shall vacate
the apartment within 10 days of said household member’s death. If the
household member requiring assistance moves out, the Live-In Aide shall vacate
the unit no later than said household member’s departure date. Upon the
termination of the Live-in Aide’s services for any other reason, the Live- In
Aide shall vacate the apartment within 24 hours.

4. The aide must sign a Live-in Aide Agreement attached to this TSP. See Exhibit
6, “Live-In Aide Agreement”.

I. Visitors

1. A guest may visit for a total of 30 calendar days in a calendar year; however,
each visit cannot exceed seven consecutive calendar days. Residents may
request a time extension by contacting the Management Office.
2. Management may ban visitors for anti-social behavior. Visitors banned for
anti-social behavior, will be restricted from entering property. Anti-social
behavior is any behavior that threatens the health and safety of residents at the
property.
3. The resident will be notified in writing by the property manager when a guest
of his/hers has been banned. Residents will be required to sign an agreement
Page 18 Barry Farm Rental Flats Phase I – TSP 2025
stating their understanding and agreement to not allow the banned visitor into
their unit. Failure to sign such an agreement or violation of the signed
agreement is grounds for lease termination. Residents may file a grievance
regarding the Management’s decision to ban a visitor. See Exhibit 7 “Notice of
Criminal Trespass/Barred Individuals”.

J. Sole Residence Requirements

1. The unit will be the household’s ONLY residence.
2. An applicant or occupant may not receive rental assistance for more than one
unit at the same time. An applicant can be eligible for occupancy only if all
other rental assistance is terminated at the time the household occupies an
assisted unit at the Development. If an applicant is scheduled to occupy a new
unit before the previous unit assistance is terminated, the applicant will be
required to pay market rent for the new unit until the assistance in the first
unit has terminated.

☐ K. Enterprise Income Verification System Policy – only if checked
The EIV policy and procedure within this document pertains to both applicants and
residents alike. In an effort to ensure the right assistance is provided to the right
people, the Department of Housing and Urban Development (HUD) has provided
property managers with access to a new verification database called Enterprise Income
Verification System (EIV).
EIV provides information about project-based and tenant-based HUD assistance
recipients. This is also used to verify certain types of reported income with records
maintained in the Social Security Administration databases and the Department of
Health and Human Service (HHS) National Database of New Hires. HHS provides
information about current and past employment and unemployment insurance
information.

At move in and annual certifications all adult household members are required to give
consent to the release of this information by signing HUD Forms 9887 and 9887A.
Only those parties listed on the consent form will have access to the information in
EIV. If HUD indicates there is a discrepancy discovered by the EIV database, the
resident will be contacted.
In the event a minor child turns 18 in between recertification periods, the 18-year-old
is required to sign HUD Forms 9887 and 9887A within 7 days of their 18th birthday. At
the beginning of each month, staff will generate a Birthday Report from the property
management software for the upcoming month, noting the date of residents that will
be turning 18 during that month. For each resident about to turn 18, a Turn 18
Requirement to Sign Forms letter will be sent out. The Turn 18 Requirement to Sign Forms
reminds them that they have 7 days from their 18th birthday to sign HUD Forms 9887
and 9887A. Staffs are required to maintain a pending list of distributed Turn 18
Requirement to Sign Forms letters and completed HUD Forms 9887 and 9887A.
Page 19 Barry Farm Rental Flats Phase I – TSP 2025
IV. PREFERENCES FOR ADMISSION
Certain preferences are assigned to applicants in order to provide housing opportunities for
households with special circumstances. Applicants with preferences are selected from the
waiting list earlier than those who do not have a preference. Preferences affect only the
order of applicants on the waiting list and do not make an applicant eligible who otherwise is
not eligible for admission based on the qualification criteria set forth in the TSP. Priority and
ranking order of the preferences applicable to the Development are defined in Exhibit 8
“Preference Form”. Having multiple preferences does not add weight to the applicant’s
position on the Waiting List. Applicants with multiple preferences will be ranked according to
the highest preference as defined in Exhibit 8 “Preference Form”.

Preferences that apply to this community as indicated by a check mark next to the
preferences below:

☒ A. Existing Tenant Preferences (transfers)
Current tenants are placed on the waiting list with a preference in the following
situations:
1. A household member requests a unit transfer due to being a victim of
harassment based on protected status, those in need of an emergency
transfer due to domestic violence, dating violence, sexual assault or
stalking. (VAWA).
a. The Agent may bifurcate a lease to evict, remove, or terminate
occupancy rights to any individual who is a resident or lawful
occupant and who engages in criminal acts of physical violence
against family members of others, without evicting, removing or
otherwise penalizing the victim of such violence who is also a
resident or lawful occupant. The Agent will follow all federal, state,
and local evictions procedures to remove the abuser from the
household.
b. The Agent will follow all court orders addressing the rights of access
to our control of the property, including civil protection orders
issued to protect the victim and issued to address the distribution
or possession of property among the household members in cases
where a family breaks up.
2. A household requiring a unit transfer as a reasonable accommodation
for a disability/handicap or for medical reasons.
3. A unit transfer of a non-handicapped individual living in a unit with
handicapped assessable features to accommodate a handicapped
applicant on the waiting list.
Page 20 Barry Farm Rental Flats Phase I – TSP 2025
4. A household requiring a unit transfer because of a change in household
size or composition that results in the unit being over or under
occupied pursuant to the occupancy standards set forth in this Plan.
☐ 5. A household that occupies an assisted unit in a development that
includes non-assisted units, and the household will no longer qualify for
rental assistance (only if marked).
6. A household requests a transfer due to a change in family size and the
household would be eligible for a larger or smaller unit based on the
occupancy standards defined in this Plan.
☐ 7. A household requiring a Deeper Subsidy (only if marked)

B. Statutory and HUD Regulatory Preferences

☒ Applicants who have been displaced by government action or a presidentially
declared disaster.
◼ Accessible Units
Units with accessibility features will be offered to the first family on the waiting
list that includes a household member needing the features of the unit. If there
are no applicants on the waiting list with household members needing the
features of the accessible unit, the unit will be rented to the next family on the
waiting list. In such circumstances, the family must agree in the lease to move
to the next available non-accessible unit of the proper size at the Development
in the event an application is submitted by a household with a member who
needs the accessibility features of the unit.

D. State and Local Preferences

☐ Additional preferences based on state or local requirements are described in
Exhibit 8 “Preference Form”.

E. Owner Adopted Preferences
The Owner has adopted the following additional preferences, which are subordinate
to the statutory, HUD Regulatory and any state and local preferences described above.
See below and Exhibit 8, “Preference Form”, for additional Owner Adopted
Preferences.
Working, Elderly or Disabled: (only if marked): Applicant households that
include a head of household, spouse, or co-head who has been employed for
90 days prior to application with minimum of 15 hours per week, is 62 or
older, or disabled will be given a preference.
Page 21 Barry Farm Rental Flats Phase I – TSP 2025
☐ Victims of Domestic Violence, Dating Violence and Stalking (only if
marked):
Preference will be given to applicants who can provide documentation from an
agency such as a federal, state, tribal, territorial or local police record, court
record or documentation signed and attested to by a victim, service provider,
attorney, or medical personnel that they have been displaced by domestic
violence, dating violence, sexual assault or stalking or need to move from their
present housing because of domestic violence. The term ‘domestic violence’
includes acts or threats of violence, not including acts of self-defense,
committed by a current or former spouse of the victim, by a person with
whom the victim shares a child in common, by a person who cohabitating with
or has cohabitated with the victim, by a person who is or has been in a
continuing social relationship of a romantic or intimate nature with the victim,
by a person similarly situated to a spouse of the victim under the domestic or
family violence laws of the jurisdiction, or by any other person against a victim
who is protected from that person’s acts under the domestic or family violence
laws of the jurisdiction.
The Agent will give preference to an applicant (male or female) who has been a
victim of domestic violence, dating violence, sexual assault or stalking if the applicant
otherwise qualifies for assistance or admission. These VAWA Protections are
available equally to all individuals regardless of sex, gender identity or sexual
orientation. In addition, VAWA protections are provided to affiliated persons
which includes 1. A spouse, parent, brother, sister, or child of the victim, or a
person to whom the victim stands in place of a parent or guardian; or 2. Any
individual, resident/applicant, or lawful occupant living in the household of that
individual.

F. Other Preferences

☒ Other Preference Exhibit 8: Preference Form

G. Preference Exceptions

☐ Relocation and/or Unit Transfers:
Management must give priority to current households:
I. when their units are designated for rehabilitation and/or
II. for current households residing in a unit within the Development that
has been designated as uninhabitable by federal, state, local
municipalities or Management due to fire, flood or other natural
disaster.
Page 22 Barry Farm Rental Flats Phase I – TSP 2025
V. MARKETING AND WAITING LIST APPLICATIONS

A. Marketing

1. Marketing of the Development shall be consistent with the fair housing and civil
rights requirements described in Section II of this TSP and the Affirmative Fair
Housing Marketing Plan in effect for the property.
2. Marketing will include, if required, at a minimum the advertising in the locality
and outreach to local organizations serving extremely low-income families for
no less than 30 days.
3. The Agent will maintain records that demonstrate that reasonable steps were
taken to fill these units with extremely low-income tenants by the usage of
Exhibit 9“Extremely Low-Income Tracking Log and Computation Worksheet”.

B. Waiting List Applications

The applicant may be on multiple waiting lists when waiting for more than one unit
size. Applicants are accepted based on preliminary eligibility from the Waiting List
Application (if used) or Application (if Waiting List Applications are not used).

This community uses the following method to add households on to the Waiting List:
☒ Waiting List Applications are used at this community.
☐ Waiting List Applications are NOT used at this community. Applications only are
used.

Note: The use of Waiting List Applications is a Development-by-Development
decision. Typically, large Developments and or Developments with large waiting lists
use Waiting List Applications. All properties require an Application.

1. Individuals inquiring about occupancy at the Development will be encouraged
to complete a Waiting List Application. This form is attached to this TSP. See
Exhibit 10 “Waiting List Application and Notices of Waiting List Application
Acceptance and Rejection”.
2. The Agent will review all Waiting List Applications to determine preliminary
eligibility for occupancy in the Development. Waiting List Applications that
meet the income eligibility and occupancy requirements described in Section III
of this TSP will be placed on the waiting list in the manner described in Section
VI(C). Being placed on the waiting list in no way assures the future application
will be approved.

3. Applicant households with Waiting List Applications accepted for the waiting
list will be notified in writing that the Waiting List Application was placed on
the waiting list. The notice will advise the household that placement on the
waiting list is not an offer of housing, and that the family will be contacted for
screening and verification of eligibility when an appropriate unit becomes
Page 23 Barry Farm Rental Flats Phase I – TSP 2025
available for occupancy. The notice will also advise the household that the
Waiting List Application may be supplemented by the family based on changes
to household income, household composition, eligibility for preferences, and
other factors affecting eligibility.
4. Applicant households who are determined to be ineligible based on the Waiting
List Application will be notified that the Waiting List Application is rejected.
The notice will offer the family an opportunity for a conference with the Agent
as described in Section XIII of this TSP.

VI. CREATING AND MAINTAINING THE WAITING LIST
The following guidelines have been established to ensure applicants are appropriately and fairly
selected for the next available unit.
Applicants will be placed on the Development waiting list based on the following procedures:

A. Data Included on the Waiting List

The waiting list will include the following information:

1. The date and time of the Waiting List Application (if used) or Application (if
Waiting List Applications are not used).
2. The requested unit size.
3. Information about the household’s need for a unit with accessibility features.
4. Information about whether a household may qualify for a selection preference,
such as an applicant that has been displaced by a government action or a
presidentially declared disaster or need for accessible unit. See Exhibit 8,
“Preference Form” and consult with the Agent.
5. Information about household income.

Voluntary information about the ethnicity, race, gender, and disability of the applicant
are collected as part of the application as required by the United States Department of
Housing and Urban Development (HUD). The information will not be included on the
waiting list, will be separately maintained, and will have no bearing on the acceptance
of any application.

B. Organization of the Waiting List

Potential tenants who have completed Waiting List Applications are placed in order on the
waiting list based on:

1. Date and time of application.
2. Requested bedroom size.
3. Whether the Waiting List Application indicates a need for an accessible unit;
Page 24 Barry Farm Rental Flats Phase I – TSP 2025
and
4. Household eligibility for preferences, including preferences based on income
targeting.

The Agent may establish separate waiting lists based on such factors as unit size. When an
applicant is eligible for placement on more than one waiting list, the applicant may request to
be placed on all waiting lists for which the household qualifies.

C. Maintaining and Updating the Waiting List

1. All changes to the waiting list, including changes based on supplementary information
submitted by an applicant, will be notated on the list with the date and time of the
change. Applicant must notify Agent of any change in writing.
2. Staff will not skip over a household that has reached the top of the list and has
indicated a need for certain unit accommodations because of disability. The household
will be given the opportunity to accept a standard unit or remain at the top of the list
until an accessible unit becomes available. Families who have a member who needs the
accessibility feature of the unit take priority to occupy accessible units over families
with no disabled household members.
3. An applicant can be on more than one waiting list. If a waiting list applicant is offered a
unit and declines, that applicant will be removed from that offered unit waiting list and
their application on the other waiting list will be dropped to the bottom. This process
will not apply to applicants “a need for certain unit accommodations because of
disability.”

For example: Jane is part of a three-member household. She indicates on her
application that her first choice is a three-bedroom unit, and her second choice is a
two-bedroom unit. Her application comes up to the top of the two-bedroom unit
waiting list. She is offered a two-bedroom unit and declines. At this point her
application is removed from the two-bedroom unit waiting list and her application
position on the three-bedroom waiting list is dropped to the bottom.
4. The Agent will update the waiting list on an annual basis and in some cases as often as
monthly. The list will be updated by contacting each applicant in writing, inquiring
about the applicant’s continued interest in the Development, and offering each
applicant an opportunity to update their application. If an applicant does not respond
to the letter within 14 days, the household will be removed from the waiting list.
Applications will be removed from the waiting list in the following additional situations:

a. The applicant head of household withdraws the application in writing.
b. The applicant refuses an offer of a unit at the Development within five
business days from date of offer.
c. The applicant fails to respond to an offer of a unit within five business days
from date of offer.
d. Additional information indicates that the applicant is no longer eligible.
e. Correspondence sent to the last address provided by the applicant is
returned as undeliverable.
Page 25 Barry Farm Rental Flats Phase I – TSP 2025
If an application is removed from the waiting list in error, the applicant will be reinstated to
the original position on the waiting list.

D. Closing and Opening the Waiting List

The Agent will monitor the vacancies at their properties and their waiting lists regularly to
ensure that there are enough applicants to fill the vacancies. When the waiting list has
sufficient applications to fill anticipated vacancies for at least twelve months, the Owner may
choose to close the waiting list.
1. Closing waiting lists.

a. The waiting list may be closed for one or more-unit sizes when the
average wait is excessive (e.g., one year or more).
b. When the Agent closes the list, we will advise potential applicants that
the waiting list is closed and refuse to take additional Waiting List
Applications or applications.
c. When the Agent decides to no longer accept applications, the Agent
will also publish a notice to that effect in the publications listed in the
property’s current Affirmative Fair Housing Marketing Plan. The notice
will state the reasons for the Owner’s refusal to accept additional
applications.
d. A written Waiting List Closed Notice will be posted in the Leasing
Office.
2. Opening waiting lists.
a. When the Agent agrees to accept applications again, the notice of this
action will be announced in the same publications and in the same
manner as the notification that the waiting list was closed. The
notifications will be extensive, and the rules for applying and the order
in which applications will be processed will be stated. (See VI. Creating
and Maintaining the Waiting List)
b. Advertisements will include where and when to apply and will conform
to the advertising and outreach activities described in the property’s
current Affirmative Fair Housing Marketing Plan.
c. A written Waiting List Open Notice will be posted in the Leasing
Office.

VII. APPLICATION PROCEDURE

A. Contacting Applicant Households; Interviews

Applicants will be selected for applications based on the position of the Waiting List
Application on the waiting list. Approximately 90 days prior to unit availability, the
Page 26 Barry Farm Rental Flats Phase I – TSP 2025
Agent will attempt to contact an applicant household to schedule an interview at the
management office to complete a written application. The contact will be by
telephone and by a written “Notice of Interview” (See Exhibit 12). Applicants will be
advised that failure to attend a scheduled interview will result in the withdrawal of the
Application. Applicants must contact the Management Office in advance to reschedule
interviews.

B. Written Applications

1. Applications shall be distributed and accepted in any of the following ways:
In Person, by Mail or by Fax.
2. All applicants must complete a written application. In general, the application
should be completed during the family interview at the management office.
Applications may be mailed or completed by the family outside the interview at
the request of the applicant head of household. See Exhibit 13 “Application”.
2. The application must be completed by the head of household and signed by all
adult household members 18 or older and legally emancipated minors. All
individuals who will occupy the unit as a member of the household or as a Live-
In Aide must be listed on the application.
3. Assistance will be provided to any applicants who might have difficulty
completing the Application. This assistance might take the form of answering
questions about the Application, helping applicants who might have literacy,
vision or language problems and, in general, making it possible for interested
parties to apply for assisted housing.
4. During the interview, the Agent will explain qualifying procedures to the
applicant. Applicants may voluntarily withdraw an application in writing at any
time. Upon withdrawal of an application, the household will be removed from
the waiting list and provided with a Notice of Withdrawn Application. See
Exhibit 14, “Notice of Withdrawn Application”. The notice will offer the family
an opportunity for a conference with the Agent as described in Section XIII of
this TSP.

C. Completion of the Application

An application will be considered complete when the contents of the application form
are complete and signed, and the applicant submits all the documentation required to
establish eligibility for admission. Completion of an application does not constitute an
offer of housing. To complete the final application, the applicant must:
1. Submit current documentation of eligibility for any preferences, including need
for an accessible unit.
2. Submit current documentation of age.
3. Submit current documentation of household composition.
4. Submit current documentation of SSN for all household members.
5. Submit current documentation of income and assets.
6. Sign all required Release of Information and consent forms, including HUD
Forms 9887 and 9887-A.
Page 27 Barry Farm Rental Flats Phase I – TSP 2025
7. Certify whether a household member disposed of any assets at less than fair
market value during the two years preceding the certification.
8. Provide landlord references for the three-year period preceding the final
application.
9. Provide all other documentation requested by the Agent.

Application is complete when all required documentation has been completed and
submitted to the Agent.

D. Failure to Attend Interviews and Complete Applications

1. Failure without good cause to attend interviews, or to respond to
correspondence and notices to process and complete the application, may
result in withdrawal of an application.
2. Examples of good cause for failing to attend interviews or completing an
application may include:
a. Circumstances beyond the applicant’s control.
b. Hospitalization of the applicant or a household member; or
c. In order to provide reasonable accommodations for persons with
disabilities.
3. Applicants who refuse or fail to attend interviews, complete an application,
or submit requested documentation will be removed from the waiting list
and provided with a Notice of Withdrawn Application. The notice will
offer the family an opportunity for a conference with the Agent as
described in Section XIII of the TSP.

VIII. QUALIFYING PROCEDURES AND DETERMINING
QUALIFICATION FOR ADMISSION
At the time of the final application, the Agent will complete the qualification procedure and
determine if the applicant is suitable as a tenant of the Development. Sources of information
regarding suitability for admission will include the content of the application and related
documents, See Exhibit 16, “Landlord References”, credit reports (See Sec. VIII C),
information in the public record including newspaper articles, court records and criminal
history records and the use of a national screening company. Screening reports will be
completed when an application rises to the top of the Waiting List which is approximately 120
days or less from the scheduled move-in date.

To qualify all applicants, including victims of domestic violence, dating violence, sexual assault or
stalking, must, at a minimum:
a. Be income eligible.
b. Have at least one family member who is a U.S. citizen or has eligible immigration
status.
c. Pass criminal background screening, however, the Agent will not consider criminal
Page 28 Barry Farm Rental Flats Phase I – TSP 2025
activity directly relating to domestic violence, sexual violence, dating violence or
stalking, engaged in by a member of a tenant’s household or any guest or other
person under the tenant’s control, if the tenant or an immediate member of the
tenant’s family is the victim or threatened victim of that abuse; For Public Housing
Replacement Units, criminal history will be reviewed in accordance with
Resident Selection and Management Guidelines. See Exhibit 26
d. Have no outstanding debt to previous landlord; unless such rental and
employment history is directly related to the situation of domestic violence sexual
violence, dating violence, or stalking or would jeopardize the safety of the applicant or
the applicant’s children.
e. Meet all other qualification criteria set forth in the TSP.

The application of the qualifying procedures, and the use of criminal history in determining an
applicant’s ability to meet the essential requirements of tenancy under the qualifying
procedures, shall be subject to standards set forth in the HUD Office of General Counsel
Guidance on Application of Fair Housing Act Standards to the Use of Criminal Records by
Providers of Housing and Real Estate-Related Transactions dated April 4, 2016, as such
standards may be updated, revised, supplemented or replaced. Pursuant to such Guidance,
management may not reject an applicant for failure to meet the requirements of tenancy
under the Qualifying Procedures solely because of one or more prior arrests (without any
conviction), since the fact of the arrest is not proof of past unlawful conduct and does not
establish that criminal conduct occurred. A record of arrest may trigger an investigation by
management into whether disqualifying conduct occurred. Police reports detailing the
circumstances of the arrest, witness statements, conviction records and other relevant
documentation may be utilized to make such a determination.

In carrying out the selection of tenants under the Plan, and in a manner consistent with the
aforementioned Guidance with respect to the use of criminal history, the management will
consider mitigating factors that rebut the presumption that an applicant shall be unable to
meet the requirements of tenancy. Mitigating factors may include a showing of rehabilitation
or rehabilitating efforts and must be balanced against the potentially disqualifying behavior or
circumstances. In considering both the disqualifying behavior and mitigating factors, the Agent
shall determine if there is a reasonable risk that the applicant shall be unable to meet the
essential requirements of tenancy. Among the factors that should be considered are:
a. the severity of the potentially disqualifying conduct.
b. the amount of time that has elapsed since the occurrence of such conduct.
c. the degree of danger, if any, to the health, safety and security of others or to
the security of the property of others or to the physical conditions of the
Development and its common areas if the conduct recurred.
d. the disruption, inconvenience, or financial impact that recurrence would cause
the housing provider; and
e. the likelihood that the applicant’s behavior will be substantially improved in the
future.

NOTE: Pursuant to the Violence Against Women Reauthorization Act of 2013 (42
U.S.C. 14043e-11) and regulations promulgated in accordance therewith at 24
CFR Part 5, Subpart L, admission to the development shall not be denied on the
Page 29 Barry Farm Rental Flats Phase I – TSP 2025
basis that the applicant or household member is or has been a victim of domestic
violence, dating violence, sexual assault or stalking, as defined in the
aforementioned regulations, if the applicant or household member otherwise
qualifies for admission.
A. Safety and Security.

An application will be rejected if qualifying procedure indicates that any member of the
applicant household (“Mandatory Criteria”):

1. Was evicted from federally assisted housing under the United States Housing
Act, by reason of drug-related criminal activity for a three-year period
beginning from the date of the eviction.
2. Is currently engaged in the illegal use of drugs and has ever been convicted of
drug-related criminal activity for the manufacture or production of
methamphetamine or production of methamphetamine on the premises of
federally assisted housing.
3. Illegally uses or shows a pattern of illegal use of a drug that may threaten the
health, safety, or right to peaceful enjoyment of other residents.
4. Abuses or shows a pattern of abuse of alcohol that may threaten the health,
safety, or right to peaceful enjoyment of other residents.
5. Engaged in any violent behavior, violent criminal activity, drug-related criminal
activity, or any other criminal activity that would adversely affect the health,
safety, or right to peaceful enjoyment of other residents, the Owner’s
employees, the Agent’s employees, or persons residing in the immediate
vicinity of the Development. This criminal activity includes but is not limited to
a felony conviction, a violent crime against another person or a crime that
included the use of a deadly weapon.
6. Is subject to a lifetime registration requirement under any sex offender
registration program (e.g., state, local or international). Agent will upon
request, provide the applicant with a copy of the registration information and
an opportunity to dispute the accuracy and relevance of that information.
7. See Exhibit 24 & 26 for more Criminal Screening Guidelines
If an application is rejected for reasons of safety and criminal history, the Agent may
consider admitting an applicant despite the presence of one of the concerns above,
based on mitigating factors that indicate a reasonable probability of future favorable
conduct, including the nature and seriousness of the conduct, the length of time since
the conduct occurred, evidence of rehabilitation, and whether or not the culpable
household member continues to live with the household. Below are additional
guidelines and provisions regarding recertification on accepting and rejecting
prospective tenants with a criminal record.

Effective August 1, 2011, a criminal history check will be obtained for each adult
resident as part of the annual recertification process. This criminal history check is in
accordance with federal and state laws and is outlined in the HUD Occupancy
Handbook 4350.3. POAH Communities reserves the right to evict all households and
/or household members that are not in compliance with the POAH Communities
Page 30 Barry Farm Rental Flats Phase I – TSP 2025
Criminal Screening Policy. The Landlord has the right to compare the information it
collects as part of the recertification process, including but not limited to the criminal
background check, with the resident’s prior completed recertification forms, rental
applications, or other documents provided by the resident to the Landlord a “Prior
Form.” A finding that a tenant has made a material misrepresentation on the Prior
Form shall be grounds for eviction of the household. Any crime included on the
criminal background check which was not represented on the Prior Form shall be
grounds for eviction regardless of whether it was committed prior to or after the
tenant’s admission to the property. Similarly, grounds for eviction shall exist if a tenant
was evicted from federally assisted housing by reason of drug- related criminal activity
or is listed on the states required lifetime sexual offender list and failed to indicate this
fact on a Prior Form if such prior form requested this information. Residents may file a
grievance, request a meeting and provide explanation or mitigating circumstances
regarding any misrepresentation within 14 days of notification.

B. Rental History

1. Past three years of rental history will be examined to determine that the
applicant will not damage the unit or the common areas of the Development,
disturb the neighbors, interfere with management or fail to comply with the
terms of the lease, the House Rules, or the rules of the financing programs for
the Development. However, the Agent may not consider negative rental
history directly relating from domestic violence, sexual violence, dating violence or
stalking, engaged in by a member of a tenant’s household or any guest or other
person under the tenant’s control, if the tenant or an immediate member of the
tenant’s family was the victim or threatened victim of that abuse.
2. Applicants who owe their present or previous landlord a balance from a
present or prior occupancy will not be considered for admission until the
account is paid in full. Reasonable assurance must be obtained that contributing
causes for nonpayment of rent during the present or prior occupancy have
been sufficiently changed to enable the household to pay rent and other
expenses relating to the occupancy of the unit. If an applicant contests any
reference, the burden of proof lies with the applicant.
3. Applicants who owe funds or judgment debts to any utility company or cannot
obtain utility connections will be rejected.

Note: Staff will consider proof of payment of balances to utility companies and landlords in
lieu of rejecting an application.

C. Credit History

1. The Agent will examine the applicant’s credit history to determine if there is a
history of deficiencies in overall credit in the past 36 months which indicates a
probability that the applicant will fail to pay rent for the unit and other
expenses relating to occupancy of the unit including apartment utilities not paid
by the landlord. In applying this criteria, the Agent will consider such factors as
whether the applicant’s credit report and other verification indicates a
Page 31 Barry Farm Rental Flats Phase I – TSP 2025
consistent, severe, recent, or repeated history of non-payment of housing
related costs, the age, size and number of debts, whether the credit history
resulted from disability or illness, or high rent burdens or other factors that
indicate the applicant is likely to pay rent and occupancy-related charges in the
future. However, the Agent may not consider negative credit history directly
relating from domestic violence, sexual violence, dating violence or stalking, by a
member of a tenant’s household or any guest or other person under the tenant’s
control, if the tenant or an immediate member of the tenant’s family was the victim
or threatened victim of that abuse. Medical expense obligations and outstanding
educational loans will not be included. Ordinarily, the total of the applicant’s
monthly contribution plus other long-term obligations (payments extending
more than twelve months) should be less than forty-five percent (45%) of
his/her monthly gross income. Income ratios higher than 45% will not
automatically disqualify an applicant. The ratios will be considered in the
context of the applicant’s obligations. When there is a bankruptcy listed on the
credit file, and the bankruptcy has been discharged and additional positive
credit has been established, the bankruptcy will not disqualify the applicant. A
mortgage foreclosure will not automatically disqualify the applicant. However,
there must be satisfactory verifiable rent payment or previous mortgage
payment history to override the foreclosure disqualification. Applicant will not
be responsible for payment of the cost of a credit report.
a. Credit History Exception:
The applicant or any household member who will be assuming part of
the rent obligation has a history of non-payment of rent and such non-
payment, if repeated by a tenant in POAH Communities housing, would
cause monetary loss; provided, however, that if the applicant or
household member paid at least 50% of his/her household’s monthly
income for rent each month during a tenancy but was unable to pay the
full rent, an eviction for non-payment of the balance shall not disqualify
such individual from housing pursuant to this paragraph. If the applicant
or household members assuming part of the rent obligation are unable
to provide a favorable prior landlord reference, the credit report of the
applicant or household member may be used to determine the
applicant's ability to pay rent. In such circumstances, a bad credit history
may be used as the basis of rejection, but the applicant may provide
evidence of mitigating circumstances, which may include (i) a
representative payer or reliable third party who would take
responsibility for payment; (ii) evidence that such poor credit was a
result of a disability that is now under control; or (iii) evidence that
credit problems were the result of other circumstances that no longer
exist and there is reason to believe that the applicant will now pay the
rent promptly and in full. Lack of credit history, as opposed to poor
credit history, is not sufficient justification to reject an applicant.

2. If an applicant is denied admission based on a credit report, the written
notification of denial will be in accordance with the Fair Credit Reporting Act.
See Exhibit 11b “Notice of Rejected Application – Credit”.
Page 32 Barry Farm Rental Flats Phase I – TSP 2025
☐ D. Use of EIV
HUD provides the Owner and the agent with information about an applicant’s current
status as a HUD housing assistance recipient. The Existing Tenant Search Report allows
the Owner and the agent to use the Enterprise Income Verification System (EIV) to
determine if the applicant or any member of the applicant household is currently
receiving HUD assistance. The Owner/agent will follow up with the respective Public
Housing Agency (PHA) or owner to confirm the individual’s program participation
status before admission, if necessary, depending on the outcome of the discussion with
the applicant. The Owner/agent will take this opportunity to coordinate move-out and
move-in dates with the PHA or owner of the property at the other location. Nothing
prohibits a HUD housing assistance recipient from applying to this property. However,
the applicant must move out of the current property and/or forfeit any voucher before
HUD assistance on this property will begin (please also see Sole Residence
Requirements in Section III J). Special consideration applies to some dependents
where members of two households share 50% custody.

If the applicant or any member of the applicant household fails to disclose rental
history fully and accurately, the application may be denied based on the applicant’s
"misrepresentation of information.”

E. Verification

All factors affecting eligibility must be verified. In general, only third-party verification
is acceptable. In circumstances where verification is unavailable after two weeks, the
Agent may accept alternative forms of documentation, including copies of original
documents and the self-declaration of the applicant.

IX. APPROVAL OR REJECTION FOR OCCUPANCY

A. Approval

1. If an applicant is selected for admission at the conclusion of the application
process, the household will be assigned to a unit based on the Development’s
occupancy standards and the household’s need for a unit with accessibility
features, if any. An applicant must accept any unit offered within 5 days of the
postmarked date of the unit offer letter. See Exhibit 15 “Notice of Unit
Availability”.
2. Applicant will be offered a choice of two units if available. If an applicant lacks
good cause for rejecting the units, the application will be denied and the
application will be removed from the waiting list.
3. Upon acceptance of the unit, the applicant will be required to sign the HUD-
50059 Owner’s Certification of Compliance with HUD’s Tenant Eligibility and Rent
Procedures (for units governed by HUD programs as defined in the Program
Information Sheet (Exhibit I)), the Tenant Income Certification (for units governed
Page 33 Barry Farm Rental Flats Phase I – TSP 2025
by the Low Income Housing Tax Credit Program as defined in the Program
Information Sheet (Exhibit I)), and certify receipt of a copy of the lease and
attachments. The applicant must take possession and move into the unit the
same day the lease is signed.

B. Security Deposits

An applicant must pay a security deposit in the amount defined in the Program
Information Sheet (Exhibit I) at the time the lease is signed. The security deposit will
be held by the Agent in a manner that conforms to all applicable federal, state and local
laws.

C. Rejected Applications

If an application is rejected, the applicant will be notified in writing of the reasons for
rejection Exhibit 11a, “Notice of Rejected Application”. The notice will offer the
family an opportunity for a conference with the Agent as described in Section XIII of
this TSP.

X. TRANSFER AND SPLIT HOUSEHOLD POLICY
TRANSFER: ALL MEMBERS OF THE HOUSEHOLD MOVE FROM ONE UNIT TO
ANOTHER.

A. Mandatory Transfers

The Agent may require a resident household to transfer to another unit in the
Development in the following circumstances:
1. There is a change in household size or family composition that necessitates a
unit of a different size.
2. The household occupies an accessible unit, no household member needs the
features of the unit, and there is another applicant or resident family with a
household member needing the features of the unit.
3. If the Development includes units that are not Assisted Units and the
household no longer qualifies for rental assistance, the Agent may require the
household to move to an unassisted unit.

B. Voluntary Transfers

Voluntary transfers will be processed even if the property’s waiting list is closed.

1. A resident household may request a transfer to another unit of appropriate
size in the development if:
Page 34 Barry Farm Rental Flats Phase I – TSP 2025
a. There is a medical reason that requires a unit of a different size, in a
different location in the Development, or with accessibility features.
b. The resident is requesting a unit due to change in family size.
c. A resident is a victim of domestic violence, dating violence, or stalking.
Note: Exceptions to the above Section XI. B. 2a and b will be made for
households that are disabled or victims of domestic violence.
2. In the case of a voluntary transfer when a resident is requesting a unit due to
change in family size, the transfer request will be approved only if:
a. The household is compliant with the requirements of the lease.
b. The household is current on all rent and other charges that may be due
under the lease.
c. The household accepts a return of any previously paid security deposit
and pays a new security deposit for the new unit.
d. A unit inspection indicates there is no damage or violation of the House
Rules in the household’s current unit.
e. The household complies with the verification requirements of the Agent
and qualifies for the new unit.

C. Split Household

A split household occurs when one or several of the adult household members
request to relocate to another unit.

1. The vacating household member(s) must apply for a new unit as a new
applicant. Collectively, the original household must decide which household
members will remain in the original unit and which household members will be
applying for a new unit.
a. The departing household members must complete the required Waiting
List Application process as described in Section V of this TSP. After
completing the Waiting List Application process, the Split Households
will be treated as a new applicant. The application will be processed as
described in Section VII.
b. After the departing household members relocate to another unit, the
original household will be required to complete a recertification due to
the household composition change and may be required to transfer to a
smaller unit.

D. Processing Transfers

1. Mandatory transfers will be processed by the Agent for any vacant unit at the
property before the unit is offered to an applicant household on the waiting list
that is not residing at the Development. The Transfer Request Form, Exhibit
17 must be completed with Agent representative.
2. Mandatory transfers will be processed even if the property’s waiting list is
closed.

Note: All costs associated with a reasonable accommodation transfer move will be
Page 35 Barry Farm Rental Flats Phase I – TSP 2025
paid by the property. And, all costs associated with a resident requested non-
reasonable accommodation transfers move will be paid by the resident.

E. Verifications

1. Requests for voluntary transfers must be verified with a signed letter from a
physician, medical provider, or other health professional indicating the need for
the transfer.
2. Households requesting to split into two separate apartments must meet and
verify all the eligibility requirements and qualifying criteria of this TSP.
3. In the case of a transfer request because of domestic violence, dating violence,
sexual assault or stalking, the residents must submit the Domestic Violence,
Dating Violence or Stalking Certification, form HUD-5382 Exhibit 21.
Alternatively, a resident may provide the following as verification: (1) a
statement signed by a victim service provider, an attorney or a medical
professional, from whom the victim has sought assistance in addressing
domestic violence, dating violence, or stalking, or the effects of the abuse, in
which the professional attests under penalty of perjury to the professionals
belief that the incident or incidents in question are bona fide incidents of abuse
and the victim of domestic violence, dating violence or stalking has signed or
attested to the documentation; or (2) a police or court record.
4. The Agent may request other documentation of eligibility from applicants for
mandatory or voluntary transfers.

XI. CONFERENCES

A. Notice of Right to a Conference

1. The Agent will provide a written notice to an applicant or a resident for any
material action affecting an application for occupancy or the Lease for tenancy
in the Development, including but not limited to:
a. Denial of an application for admission (See Exhibit 22 “Application
Appeal Process).
b. The amount of resident rent, any change to the rent, and the
effective date of any change in the rent (See Exhibit 18 “Tenant
Grievance Procedure).
c. Denial of a claim of extenuating circumstances for resident delays in
completing recertification (See Exhibit 18 “Tenant Grievance
Procedure).
d. Denial of a request to add a new member to the household (See
Exhibit 18 “Tenant Grievance Procedure).
e. Termination of the lease (See Exhibit 18 “Tenant Grievance
Procedure).
f. Denial of eligibility as a remaining household member (See Exhibit 18
“Tenant Grievance Procedure).
Page 36 Barry Farm Rental Flats Phase I – TSP 2025
g. Complaints or concerns on behalf of the tenant in regard to
management’s policies, procedures and /or operations. (See Exhibit
18 “Tenant Grievance Procedure).
2. The Agent will provide notices for the proposed action that will be
explanatory. The applicant or resident has a right to seek a conference to
discuss the Agent’s decision within 14 days of the date of the notice by
submitting a written request to the Agent at the management office.

B. Conference Procedures

1. Upon receiving a request for a conference, the Agent will schedule a meeting
with the applicant or resident. The conference will be held by a representative
of the Agent who was not involved in the initial decision under appeal. The
conference will be scheduled as soon as possible, to the extent practicable, no
later than 7 days after receiving the request.
2. At or before the conference, the applicant or resident is entitled to review
their file, including any information or documentation used by the Agent to
make the initial decision. The applicant or resident may be represented at the
meeting by a friend, family member or advocate, and shall be permitted to
submit new information in support of the conference, or refute information
used by the Agent in reaching the original decision.

C. Decisions

The Agent will render a written decision, to the extent practicable, within 5 business
days of the conference. The written decision will advise the applicant or resident of
the outcome of the conference, and the information relied upon in reaching a decision.
Except for judicial remedies that may be available under state or federal law, the
Agent’s decision is final. If the decision is reversed in the case of an applicant, the
applicant will be offered a suitable vacant unit. If no such unit is available, the applicant
will be offered the next appropriate unit for which they must accept.

XII. VIOLENCE AGAINST WOMEN ACT (VAWA)
VAWA protections apply equally to all individuals regardless of sex, gender identity or sexual
orientation. In addition, VAWA protections are provided to affiliated persons which includes
1. A spouse, parent, brother, sister, or child of the victim, or a person to whom the victim
stands in place of a parent or guardian; or 2. Any individual, resident/applicant, or lawful
occupant living in the household of that individual.

A. Applicant and Tenant Rights and Responsibilities

1. The Agent shall not deny admission to the apartment community to any
applicant on the basis that the applicant is or has been a victim of
domestic violence, dating violence, sexual assault or stalking if the
Page 37 Barry Farm Rental Flats Phase I – TSP 2025
applicant otherwise qualified for assistance or admission.
2. In determining an applicant’s eligibility and qualification for admission,
the Agent may not consider potentially disqualifying information such as
a poor credit history, if such potentially disqualifying circumstances are
directly relating to domestic violence, dating violence, sexual assault or
stalking.

B. Termination of Tenancies

An incident or incidents of actual or threatened domestic violence or stalking will not
be construed as a serious or repeated violation of the lease by the victim or
threatened victim of that violence and will not be good cause for terminating the
tenancy or occupancy rights of the victim of such violence.

1. Criminal activity directly relating to domestic violence, dating violence,
sexual assault or stalking, engaged in by a member or a tenant’s
household or any guest or other person under the tenant’s control shall
not be cause for termination of assistance, tenancy or occupancy rights
if the resident or an immediate member of the resident’s family is the
victim or threatened victim of that domestic violence, dating violence,
sexual assault or stalking.
2. The Agent may, however, evict a tenant who is or has been a victim of
domestic violence, dating violence, sexual assault or stalking for any
violation of a lease not based on the domestic violence, dating violence
or stalking. The Agent may not subject a tenant who is or has been a
victim of domestic violence, dating violence, sexual assault or stalking to
a more demanding standard than other tenants in determining whether
to evict or terminate assistance.
3. Notwithstanding the other parts of this section, the Agent may
terminate the tenancy of any tenant if the Agent can demonstrate an
actual and imminent threat to other tenants or those employed at or
providing services to the apartment community if the tenancy is not
terminated.

C. Transfers and Split Households

Section XIV, above, sets forth in detail that:
a. The apartment community has established a VAWA Emergency
Transfer Plan which includes a transfer preference for victims of
domestic violence, dating violence, sexual assault and stalking.
b. The Agent may also bifurcate a lease to evict an abuser from the
household without affecting the housing rights of the victim(s) of
domestic violence, dating violence, sexual assault and stalking.
c. The Agent will follow all court orders addressing the rights of access to
or control of the property, including orders of protection.
Page 38 Barry Farm Rental Flats Phase I – TSP 2025
D. Certification

If an application or resident seeks to assert the protections of the VAWA and of this
Section, the Agent may, but is not required to, request that the applicant or resident
certify that he or she is a victim of domestic violence, dating violence or stalking and
that the incident or incidents in question are bona fide incidents of such actual or
threatened abuse. This request shall be in writing. The applicant or resident may
provide this certification within 14 business days after the individual receives a written
request for certification from the Agent. If the applicant or resident does not provide
such certification within 14 business days after the individual receives the written
request for certification, the Agent’s authority to terminate the tenancy of a resident
for the material noncompliance with the lease agreement will not be limited by Section
XIV of the Tenant Selection Plan, the Agent may extend the 14-day business-day
deadline at its discretion.
An applicant or resident may satisfy the certification requirement in any of the
following ways:
1. Completing the Domestic Violence, Dating Violence, Sexual Assault or
Stalking and Alternate Documentation, Form HUD-5382, Exhibit 21.
2. Providing the Agent with documentation signed by an employee, agent, or
volunteer of a victim service provider, an attorney, or medical professional,
from whom the victim has sought assistance in addressing domestic violence,
dating violence, or stalking, or the effects of the abuse, in which the
professional believes that the incident or incidents in question are bona fide
incidents of abuse, and the victim of domestic violence, dating violence,
sexual assault or stalking has signed or attested to the documentation; or
3. Producing a court or police record.

The Agent is mindful that delivering the certification form to a resident or applicant by
mail may place a victim of domestic violence, dating violence, sexual assault or stalking
at risk. Accordingly, the Agent will work with the tenant in making acceptable delivery
arrangement, such as inviting them to the office to pick up the certification form or
making other discreet arrangements.

E. Confidentiality

As set forth in detail in Section II, all information provided to the Agent related to an
applicant or resident’s status as a victim of domestic violence, dating violence, sexual
assault or stalking shall be kept confidential and shall only be disclosed if the applicant
or resident consents in writing, for use in eviction, or if required by law. The
Owner/Agent will retain all documentation relating to an individual’s domestic
violence, dating violence, sexual assault and/or stalking in a separate file that is kept in a
separate secure location from other applicant and resident files.
Page 39 Barry Farm Rental Flats Phase I – TSP 2025
XIII. AMENDMENTS TO THE TSP
The Agent will provide no less than 30 days written notice to all applicants of any change
to this TSP. The TSP is available to the public.

TENANT SELECTION PLAN EXHIBITS
1. Program Information Sheet
2. Owner-Agent Disclosure
3. Section 504 Policy
4. Language Assistance Policy
5. Release of Information Form
6. Live-In Aide Agreement
7. Notice of Criminal Trespass/Barred Individuals
8. Preference Form
9. Extremely Low-Income Tracking Log and Computation Worksheet
10. Waiting List Application and Notices of Acceptance and Rejection
11a. Notice of Rejected Application
11b. Notice of Rejected Application – Credit
12. Notice of Interview
13. Application
14. Notice of Withdrawn Application
15. Notice of Unit Availability
16. Landlord Reference
17. Transfer Request
18. Tenant Grievance Procedure
19. Document for Formal Conference (Massachusetts only)
20. State and Local Regulations (If Applicable)
21. Certification of Domestic Violence, Dating Violence, Sexual Assault
or Stalking and Alternate Documentation (form HUD-5382)
22. Application Appeal Process
23. Waiting List Update Letter
24. Criminal Screening Guidelines
25. State Specific Protected Classes
26. Resident Selection and Management Guidelines (Public Housing
Replacement Units)

PROPERTY NAME
OWNER-AGENT DISCLOSURE

The Owner and Lessor is: Barry Farm Rental Flats Phase I LLC
2 Oliver Street, Suite 500
Boston, MA 02109

The Agent authorized to receive
Notices, demands and service of POAH Communities LLC
Process for the Lessor is: 920 Main Street, Suite 115
Kansas City, MO 64105

The Management Agent POAH Communities LLC
2 Oliver Street, Suite 500
Boston, MA 02109

The Location of the Management
Office is: 1131 Sumner Road, SE
Washington, DC 20020
Eff 8-18-2011 1
Exhibit 3

POLICIES TO COMPLY WITH SECTION 504 OF THE REHABILITATION ACT
OF 1973 AND THE FAIR HOUSING ACT AMENDMENTS OF 1988.
(A). It is illegal to reject an applicant because he or she has a handicap or disability, or
for reasons that could be overcome by the Property’s reasonable accommodation
of the applicant’s disability or handicap.

(B). If, even with reasonable accommodations, applicants with disabilities or handicaps
cannot meet essential program requirements, it is permissible to reject them. Such
insurmountable problems might arise because of behavior or performance in past
housing, inability to comply with the terms of the Lease Agreement, undue financial
and administrative burdens associated with the accommodation, or the need for
services that represent an alteration in the fundamental nature of the housing
assistance program delivered.

(C). There are three possible stages of processing the Applications of persons with
disabilities or handicaps:
(1). Eligibility Review - The first stage of processing in the determination of
program eligibility. There are circumstances when, in order to qualify for
admission to the Property, the applicant or member of the applicant’s
household must meet the definition of disabled or handicapped.

The applicant must meet the definition of disabled or handicap, if the
applicant is applying for a specific type of unit, or a unit designed for a
specific type of impairment.

The applicant must meet the definition of disabled or handicap, if the
applicant is less than 62 years of age AND the Management Agent has not
elected to provide the system of preferences for elderly households.

Once an applicant has been determined to have a disability or handicap, no
further reference will be made to that fact unless the Application reaches
the third stage of processing.

(2). Applying the Applicant Screening Criteria - The second stage of processing
is applying the applicant Screening Criteria contained in this Plan. At this
point the applicant is assessed according to the Management Agent’s
screening criteria. Thus an applicant who happened to have a disability or
handicap but was able to demonstrate a history of meeting financial
obligations, caring for a rental unit, avoiding criminal behavior, and, if
necessary, ability to comply with the Lease Agreement, would be
recommended for admission with no further reference to or consideration
of any disability or handicap.

(3). Reasonable Accommodation including consideration of Mitigating
Circumstances. The third stage of processing would apply if an applicant
with a disability or handicap could not meet one or more of the Screening
Eff 8-18-2011 2
Exhibit 3

Criteria. At this point, applicants with disabilities or handicaps are entitled
to reasonable accommodations to afford such person equal opportunity to
access the housing program and its benefits.

(D). After a rejection letter is sent, the On-Site Property Manager will be prepared to
meet with any applicant known to have a disability or handicap who cannot meet
one or more of the Applicant Screening Criteria, and determine whether it is
possible to admit the applicant through consideration of mitigating circumstances
or by applying reasonable accommodation . The results of the rejection meeting
with the applicant will be documented and placed in the applicant’s file.

(E). IMPORTANT: Mitigating circumstances will be considered for all applicants.

(F). Mitigating circumstances are facts (that can be verified) that would overcome or
outweigh information already gathered in the Applicant Screening Process.

EXAMPLE: ANY APPLICANT: If an applicant has a poor rental history, problems
with credit, or past behavior problems the following will be considered:

(1). evidence of rehabilitation;

(2). evidence of the applicant’s household’s participation in or willingness to
participate in social service programs or other appropriate counseling service
programs and the availability of such programs;
(3). evidence of the applicant household’s willingness to attempt to increase
household income and the availability of training or employment programs.

Mitigating circumstances will not be considered without reliable and credible
verification.

EXAMPLE: A PERSON WITH DISABILITIES CLAIMING A CONNECTION
BETWEEN THE DISABILITY AND POOR PAST BEHAVIOR: If an applicant had a
poor rental history but stated that the previous history was caused by a disability
that is now being successfully treated, the On -Site Property Manager would be
permitted to verify:
(1). that the applicant did, in fact, have a disability; and

(2). that the former problem(s) were caused by the disability; and,

(3). that the present treatment can reasonably be expected to prevent the
recurrence of the problems.

If the file contained only data about the former problems, the applicant must provide
or identify a third party that can document (1), (2) and (3) above.
Eff 8-18-2011 3
Exhibit 3

(G). Mitigating circumstances will be verified. The verifier must corroborate the reason
given by the applicant for the past unsuitable behavior, and indicate that the prospect
for Lease Agreement compliance in the future is good, because the reason for their
unacceptable behavior is either no longer in effect or otherwise controlled.

(H). If the evidence of mitigating circumstances presented by the applicant related to a
change in medical condition or course of treatment, the On-Site Property Manager
will have the right to refer such information to persons qualified to evaluate the
evidence and verify the mitigating circumstances.

(I). If an applicant’s former housing problems were due to the applicant’s resisting or
refusing treatment, the On-Site Property Manager will verify whether the applicant
would reasonably be likely to continue with the current treatment. In these
instances, it is still not necessary for the On-Site Property Manager to obtain medical
information beyond verifying the applicant’s assertions about the reasons for past
problems, the likelihood of continuing treatment and that the treatment will remedy
the problem.
(J). If applicant claims that prior unsuitable behavior resulted from drug addiction and
that they are not currently engaging in the use of illegal drugs, acceptable verification
on mitigating circumstances would have to establish that:

(1). There is no current abuse of alcohol, or illegal drugs and the applicant’s
claim that there is no current use can be reliably verified in one of the
following ways:

(a). Verification from a reliable drug treatment counselor or program
administrator indicating that the applicant is/has been in treatment,
that there is a reasonable probability of success in refraining from
use of illegal drugs, is complying with the requirements of the
treatment program and that the applicant is not currently a user of
illegal drugs.
(b). Verification from a probation or parole officer that the applicant
has met or is meeting the terms of probation or parole and with
respect to illegal use of a controlled substance.

(c). A voluntary interview with a substance-abuse screening team made
up of local professionals who will indicate that the applicant has a
reasonable probability of success in refraining from use of illegal
drugs.

(2). When an applicant has a history of treatment followed by relapse or is in
treatment as opposed to having completed treatment, more
documentation may be necessary to convince a reasonable person that the
applicant is not a current user of illegal drugs. The applicant may be
required to show in what ways his/her current situation and claim to be
considered a “former user of illegal drugs,” and his/her ability to comply
Eff 8-18-2011 4
Exhibit 3

with the essential terms of the Lease Agreement are different from
previously unsuccessful efforts to stop using illegal drugs.
(3). During the period for which the applicant has claimed no current use, the
applicant’s behavior in the previously unsuitable area must have shown
improvement. Unimproved behavior will be taken to construe that either
the applicant’s unsuitable behavior was not caused by alcohol or drug
abuse, or the applicant is still engaging in alcohol or drug abuse. In any case,
a lack of improvement in a previously unsuitable area will result in a
rejected Application for applicants in this category.

(K). An applicant who is an alcoholic must meet the same screening criteria as any
other applicant. If an applicant’s housing history demonstrates behavior that would
be a Lease Agreement violation, the On-Site Property Manager would have grounds
to reject the Application, even if the behavior were related to the applicant’s
alcoholism.
(L). If screening revealed past tenancy problems, but the applicant asserted that those
problems had been caused by alcohol abuse that was no longer occurring, the
applicant’s assertions will be verified. This would entail several steps: first, verifying
that the negative behavior was, in fact, caused by alcohol abuse, next, documenting
(using methods similar to those described above for former users of illegal drugs)
that the applicant was no longer abusing alcohol, and, finally, looking at the
applicant’s housing history since entering recovery to ensure that no other
screening problems still exist.

(M). The On -Site Property Manager will also have the right to request further
information reasonably needed to verify the mitigating circumstances, even if such
information is of a medically confidential nature. If the applicant refuses to provide
or give access to such further information, the On-Site Property Manager will give
no further consideration to the mitigating circumstances.
(N). The On-Site Property Manager will keep in mind that an applicant with a handicap
or disability who may, for example, be unable to care for a current unit alone, may
still qualify as able to comply with the Lease Agreement if he or she can
demonstrate that assistance with caring for the unit has been secured. Such
assistance could be in the form of a Live-In Aide, or it could be a friend, household
member, chore service or employee of the applicant. It is not the province of the
On-Site Property Manager to make judgments about the best ways to provide
assistance, but simply to determine whether the assistance will enable the applicant
to meet the screening criteria.

(O). If some form of assistance is needed to enable an applicant to comply fully with the
terms of the Lease Agreement, the On -Site Property Manager will obtain
verification that such assistance is available to the applicant. Need for and efficacy
of a proposed reasonable accommodation shall be verified. No reasonable
accommodation will be offered prior to receipt of positive verification.
Eff 8-18-2011 5
POAH Communities does not discriminate on the basis of disability status in the admission or
access to, or treatment or employment in, its federally assisted programs and activities.

The person named below has been designated to coordinate compliance with the
nondiscrimination
requirements contained in the Department of Housing and Urban Development’s regulations
implementing Section 504 (24 CFR, part 8 dated June 2, 1988.

Section 504 Coordinator
POAH Communities, LLC
2 Oliver Street, Suite 500
Boston, MA 02109
Telephone: 877-489-0101 TTY: 7-1-1
Exhibit 3

(P). If no mitigating circumstances exist the On -Site Property Manager must consider
reasonable accommodations the Property could make to eliminate barriers to
housing the applicant.

(Q). Reasonable accommodations – take the form of adjustment to policies, practices,
and existing management or maintenance services, where such adjustments offer
an acceptable prospect of Lease Agreement compliance in a previously unsuitable
area of behavior or permit equal access to the housing program and its benefits.

(R). Structural Modifications - Where necessary and justified by verified circumstances,
the Property may perform structural modifications to housing or non -housing
facilities. Such structural modifications may occur in support of mitigating
circumstances, reasonable accommodation, or entirely on their own merit.
Structural modifications will be performed only after having determined that the
applicant is a qualified individual with handicaps (passes screening and is eligible).

(S). Accommodations, to be considered reasonable, must not cause undue financial
and administrative burdens or an alteration in the fundamental nature of the
assisted housing program. If a service is necessary for compliance with the Lease
Agreement, the Property cannot be required to provide it to an applicant with a
disability or handicap if it is not provided to other tenants, but the On -Site
Property Manager will consider admitting that applicant if he or she can document
that the service will be provided by others at no cost to the Property.

(T). Any applicant with a disability or handicap who cannot meet the applicant
screening criteria, taking into account possible mitigating circumstances,
reasonable accommodations by the Property, or services needed for Lease
Agreement compliance verified to be provided to the applicant by others, must be
rejected.

Eff: 06-2016 1
Exhibit 4

LANGUAGE ASSISTANCE PLAN (LAP)
FOR ADDRESSING LIMITED ENGLISH PROFICIENCY

A. POLICY STATEMENT

It is the policy of POAH Communities (Agent) to take reasonable steps to provide meaningful
access to its programs and activities for persons with Limited English Proficiency (LEP). The policy
is to ensure that staff will communicate effectively with LEP individuals, and that LEP individuals
will have access to important programs and information. Agent is committed to complying with
federal requirements in providing free meaningful access to its programs and activities for its LEP
clients.

B. WHO IS LIMITED ENGLISH PROFICIENT (LEP)
LEP individuals do not speak English as their primary language and have a limited ability to
read, write, speak, or understand English.
• Many LEP persons are in the process of learning English and may read, write, speak,
and/or understand some English, but not proficiently.
• LEP status may be context-specific - an individual may have sufficient English language skills
to communicate basic information (name, address etc.) but may not have sufficient skills
to communicate detailed information (e.g., program requirements, policies and
procedures) in English.
C. BACKGROUND

• Federal law prohibits discrimination based on national origin. National origin
discrimination includes discrimination based on a person's inability to speak, read, write
or understand English. Recipients of federal funds must provide meaningful access to LEP
persons in federal and federally assisted programs and activities.
• On August 11, 2000, Executive Order 13166, titled, "Improving Access to Services by
Persons with Limited English Proficiency," was issued. Executive Order 13166 requires
federal agencies to assess and address the needs of otherwise eligible persons seeking
access to federally conducted programs and activities who, due to LEP cannot fully and
equally participate in or benefit from those programs and activities. Section 2 of the
Executive Order 13166 directs each federal department or agency "to prepare a plan to
improve access to federally conducted programs and activities by eligible LEP persons."
D. FRAMEWORK FOR DECIDING WHEN LANGUAGE SERVICES ARE NEEDED

Agent will take the following steps to ensure meaningful access to its programs, services and
activities for LEP individuals in a manner that balances the following four factors:

Four-Factor Analysis:
1. The number or proportion of LEP persons eligible to be serviced or likely to be
Eff: 06-2016 2
Exhibit 4
encountered by Agent;
2. The frequency with which LEP persons using a particular language come in contact
with Agent;
3. The nature and importance of the Agent program, activity, or service provided to the
person's life; and
4. The resources available to Agent, and costs associated with different language service
options.
E. DEFINITIONS

• Primary Language - The language in which an individual is most effectively able to
communicate.
• Interpretation - The act of listening to a communication in one language and orally
converting it into another language, while retaining the same meaning. Interpreting is a
sophisticated skill needing practice and training, and should not be confused with simple
bilingualism. Even the most proficient bilingual individuals may require additional training
and instruction prior to serving as interpreters. Qualified interpreters are generally
required to have undergone rigorous and specialized training.
• Translation - The replacement of written text from one language into an equivalent
written text in another language. Translation also requires special knowledge and skills.
• Bilingual - The ability to speak two languages fluently and to communicate directly
and accurately in both English and another language.
• Direct Communication - Monolingual communication in a language other than English
between a qualified bilingual employee or other bilingual person and an LEP individual (e.g.,
Spanish to Spanish).
F. LEP MONITORING AND UPDATING THE LAP

Monitoring and implementation of the Plan will be conducted by the managers in each service area.
The Plan will be reviewed annually by the LEP Coordinator to determine whether updates are
needed. The LEP Coordinator will:
• Coordinate identification of language service needs and strategies so that staff will have
access to appropriate language services in their interactions with clients.
• Ensure the agency's compliance with the LEP Policy and Plan.
• Identify training needs for staff on implementation of LEP and the use of language service
providers. Provide annual training on LEP Policy and Plan, including training to new
employees as part of the orientation process.
• Establish and maintain the agency's language assistance resource list.
• Establish a bilingual staff list. Review qualifications of bilingual staff to ensure quality and
skill level. Ensure all employees receive a copy of this list and know the procedure for
contacting and/or scheduling contracted interpreters.
• Maintain data on selected interactions with LEP persons and provide reports to
management, as appropriate. A language log will be maintained by each department
representative, including the front desk.
• Conduct an annual review to assess changes, if any, in:
 Census data;
 Current LEP populations affected or encountered;
 Frequency of encounters with LEP language groups;
Eff: 06-2016 3
Exhibit 4
 The nature and importance of activities to LEP persons;
 The availability of resources, including technological advances and
sources of additional resources, and the costs imposed;
 Whether existing LAP is meeting the needs of LEP persons;
 Whether staff understands the LAP and how to implement it; and
 Whether identified sources for assistance are still available.

G. LANGUAGE ASSISTANCE OPTIONS

Agent will offer the opportunity for meaningful access to LEP clients. If a client asks for language
assistance, or if staff identifies a client who needs assistance, Agent will make reasonable efforts to
provide free language assistance.
The following options are used for providing language services:
I. Oral Interpretation Services
Staff/In-House Services
Quality oral interpretation services will be provided to all LEP persons in some form.
Depending on the circumstances, reasonable oral interpretation assistance might be offered
through a bilingual employee or family member or telephone service line. It is the LEP
person's decision whether to use family members or friends as interpreters. Extra caution
will be exercised when the LEP person chooses to use a minor. Agent will ensure that the
LEP person's choice is voluntary, that the LEP person is aware of the possible problems if
the preferred interpreter is a minor child, and that the LEP person knows that Agent will
provide a competent interpreter at no cost to the LEP person. No adverse action would be
taken using a child (anyone under the age of 18) as an interpreter.
Outside Services

When interpretation services are needed, Agent will first attempt to provide services using
qualified bilingual employees or a telephone service line as noted above. When qualified
bilingual employees are unavailable, or when qualified bilingual employees lack the skills to
provide reasonable and timely oral interpretation assistance, Agent will provide services
using qualified interpreters.
II. Written Interpretation Services
Vital Forms and Documents
Using the four-factor analysis, Agent will identify the particular languages most frequently
encountered by LEP persons. Vital documents/written materials and most commonly used
forms will be translated into the identified languages. The use of "tag lines" on other
correspondence will be used to advise recipients to contact Agent if they cannot read the
English document.
Eff: 06-2016 4
Exhibit 4
III. Deciding Which Language Assistance Option to Use
The types of language assistance resources Agent decides to use will depend on the four-
factor analysis and may be different in different types of activities. For more rarely-
encountered languages, telephonic or contract interpretation may be a preferred option.
Contract language assistance vendors will sign a Confidentiality Agreement in accordance
with Agent's Information Security Plan.

H. PERSONNEL/HUMAN RESOURCE PLANNING

The Language Assistance Plan for management includes planning on personnel and human
resource matters, such as:
 Consideration of language needs and inclusion of second language skills in
recruitment, hiring, and promotion plans and criteria.
 Providing training opportunities to improve existing language skills for staff.
 Informing new employees of Agent's duty to offer free language assistance in compliance
with Federal requirements.
I. TRAINING

Training is critical so that staff understands how to access language services, and so that those staff
involved in actually providing the language services are competent to do so. Initial and periodic
training will be conducted for staff coming into contact with LEP persons. Training will include:
• An in-depth discussion of the plan.
• How to respond to LEP callers.
• How to respond to written communications from LEP clients.
• How to respond to LEP clients who contact the Authority in person.
• How to use the "I Speak" cards.
• Which staff and outside vendors are available for interpretation at appointments.
• The location of translated documents.

Bilingual staff will receive additional training that will address:
• How to adhere to their role as interpreters without deviating into a role as
counselor, legal advisor, or other roles.
• The specialized knowledge of the area of service or programs that LEP clients are
applying or participating (if necessary).
• How to be competent and knowledgeable in providing interpretation that
preserves confidentiality.

J. MONITORING

The agency will monitor LEP compliance by:
• Setting forth clear expectations for staff and managers regarding language assistance.
• Implementing a system to monitor effectiveness of the Plan and its
Eff: 06-2016 5
Exhibit 4
implementation.
• Seeking feedback on the quality and effectiveness of the language service resources
available and utilization by staff
• Reviewing programs and the language resources available at least once per year (or as
appropriate), and making adjustments as necessary and appropriate to ensure meaningful
access and to reflect improved approaches to providing language access.
K. LANGUAGE ASSISTANCE MEASURES AND INTERNAL CONTROLS

The following procedures will be used to provide language assistance:
1. Telephone communication:
Callers who are limited English proficient often have an English speaking person present
when they call.
• Ask that English speaking person to identify the language need of the caller.
• Contact a supervisor who will arrange for translation services at an agreeable
time for all parties.
2. Written communication:

Contact a supervisor who will arrange for translation of the document.
3. Walk-ins and individuals at the front desk that need translation services:

Identify the language service required using the "I Speak" cards. Contact a supervisor who
will arrange for translation services at an agreeable time for all parties. A notice to advise
LEP clients of their right to an interpreter free of charge will be posted at the front desk
and in the conference room.
The Regional Property Supervisor will:
• Contact a translator from the approved list.
• Negotiate an hourly rate for services required.
• Have the translator sign a confidentiality agreement.
• Arrange a date and time for the translation to take place.
• Arrange for payment of services rendered.
Eff: 06-2016 6

POAH Communities does not discriminate on the basis of disability status in the admission or access to, or
treatment or employment in, its federally assisted programs and activities.
The person named below has been designated to coordinate compliance with the nondiscrimination
requirements contained in the Department of Housing and Urban Development’s regulations implementing
Section 504 (24 CFR, part 8 dated June 2, 1988.

Section 504 Coordinator
POAH Communities, LLC
2 Oliver Street, Suite 500
Boston, MA 02109
Telephone: 877-489-0101 TTY: 7-1-1
Exhibit 4

4571.3 and HOPE II Notice of Program Guidelines

Live-In Aide Agreement
(Personal Care Attendant Agreement)

Name of Applicant/Resident: Apartment #:

Name of household member requiring assistance:

Name of Live-In Aide:

The Applicant/Resident hereby requests the Landlord’s approval for the Live-In Aide to reside in the apartment.
The following is the name, address, and telephone number of a health care provider who can verify that (a) the
above-named household member requires live-in assistance and (b) the Live-In Aide is qualified to provide the
assistance.

Health Care Provider’s Name:

Address:

Telephone Number: Fax Number:

As a condition to obtaining the Landlord’s approval, the Applicant/Resident and the Live-In Aide hereby
acknowledge and agree as follows:
1) The Live-In Aide is not an Applicant/Resident of the Landlord. The Live-In Aide shall not become an
Applicant/Resident of the Landlord regardless of the length of his/her stay in the unit or his/her
relationship to the Applicant/Resident.
2) The Live-In Aide shall be living in the unit solely to provide support services to the household member
requiring assistance. If the household member requiring assistance no longer resides in the apartment,
the Live-In Aide shall have no rights or privileges to remain on the premises.
3) If the household member requiring assistance dies, the Live-In Aide shall vacate the apartment within 10
days of said household member’s death. If the household member requiring assistance moves out, the
Live-In Aide shall vacate the unit no later than said household member’s departure date. Upon the
termination of the Live-in Aide’s services for any other reason, the Live-In Aide shall vacate the
apartment within 24 hours.
4) The Live-In Aide shall not violate any of the House Rules. The Landlord may evict the Live-In Aide if
he/she violates any of the House Rules.

Applicant/Resident’s Signature: Date:

Live-In Aide’s Signature: Date:
The Landlord hereby approves the Live-In Aide:

Signature of Agent/Owner Title Date

Live-In Aide Agreement (01/2021

A POAH Community
Professionally Managed by POAH Communities LLC

RE: Notice of Criminal Trespass/Barred Individuals
Date:
From:

To:

Dear Resident:

This notice is to make you aware that (barred individual) has been
placed on (Development Name) “No Trespass/Barred” list and is
prohibited/barred from entering the premises of (Development
Name). This includes all common areas and parking lots. Violation of this notice deems
(barred individual) to be arrested for CRIMINAL TRESPASS if
found on the property.

Furthermore, if a (Development Name) resident admits a
“BARRED PERSON” to the premises, it is grounds for termination of tenancy.

Resident Acknowledgement: Date:

Managing Agent: Date:

CC: Tenant File

A POAH Community
Professionally Managed by POAH Communities LLC

This is an important document. Come to the office for translation services.
Este es un documento importante. Presentese a la oficina para servicio de traduccion.
Это важный документ. Приезжайте в офис за услуги по письменному переводу.
這是一個重要的文件。來到辦公室翻譯服務。
Ovo je važan dokument. Dođite u uredu za usluge prevođenja.
Jest to ważny dokument. Przyjdź do urzędu na usługi tłumaczeniowe.
.ةمجرتلا ااتامدخلاابتكمااىلالاعتاا.ةماها ااةقيثوا اوها ااذه
Điều này là một tài liệu quan trọng. Hãy đến với các văn phòng cho các dịch vụ dịch thuật.

POAH Communities does not discriminate on the basis of disabled status in the admission or access to, or treatment
or employment in, its federally assisted programs and activities.
The person named below has been designated to coordinate compliance with the nondiscrimination requirements
contained in the Department of Housing and Urban Development's regulations implementing Section 504 (24 CFR Part
8 dated June 2, 1988).

Section 504 Coordinator
POAH Communities, LLC
2 Oliver Street, Suite 500
Boston, MA 02109
Telephone: 877-489-0101 TTY: 7-1-1

Exhibit 8: Preference Form
Returning Barry Farms residents, residents seeking on-site unit transfers within the Development, and
new applicants seeking to move to the Development will be placed on the waiting list with a preference
in the following situations (listed in order of priority, and as further described in the Tenant Selection
Plan):
1. Returning residents who previously resided at Barry Farms:
a. Any person legally residing at Barry Farms at any point on or after October 11, 2012,
and provided that the applicant:
i. Is not violating the terms of their current lease;
ii. Has not been evicted from DCHA-assisted housing; and
1. Note: a resident is not considered to be evicted until termination or
eviction proceedings are complete, and involvement in termination or
eviction proceedings does not effectively indicate eviction and is not
sufficient to revoke their eligibility for return.
iii. Meets the minimum criminal screening standards established by DCHA local
regulations, which state that an applicant must be rejected, if they:
1. Have been evicted from housing assisted under the United States
Housing Act for drug-related criminal activity for a three-year period
beginning from the date of the eviction (and subject to consideration of
mitigating factors, as described in DCHA regulations and the Tenant
Selection Plan);
2. Are subject to a lifetime registration requirement under any sex
offender registration program (e.g., state, local or international); and/or
3. Have ever been convicted of drug-related criminal activity for the
manufacture or production of methamphetamine or production of
methamphetamine on the premises of federally assisted housing.
b. As agreed and voted upon by residents during a series of workshops in Summer 2016,
residents will return based on the following re-admission sub-preferences:
i. Lease-compliant residents;
ii. Number of years living at Barry Farm;
iii. Families with children under 12 years old;
iv. First come/First serve- those who complete the application for the new property
and submit all required supplemental documentation;
v. Resident who is a senior head of household;
vi. Disabled head of household.

2. On-site unit transfers of residents within the Development:
a. A household has been approved by or required by Management to transfer to another
unit within the Development based on one or more of the following emergency reasons,
and in compliance with the Tenant Selection Plan:
i. A household member is a target of any physical harassment and/or extreme or
repeated verbal harassment, intimidation, or coercion, which places the

household member(s) in imminent danger;
ii. A household member is or has been a survivor of domestic violence, dating
violence, sexual assault, stalking, human trafficking, or elder/dependent adult
abuse and reasonably believes there is a threat of imminent danger if not
relocated. The tenant must provide the verification documentation requested
by the Owner, as listed in the Tenant Selection Plan;
iii. A unit has been designated for rehabilitation; or
iv. A unit has been designated as uninhabitable by federal, state, local
municipalities, or Management due to fire, flood, or other natural disaster.
b. A household has been approved by or required by Management to transfer to another
unit within the Development based on one or more of the following non-emergency
reasons, and in compliance with the Tenant Selection Plan:
i. A household member has a verifiable medical condition that requires an
accommodation that cannot be reasonably provided in their existing unit.
ii. A unit transfer of a non-handicapped individual living in a unit with
accessible features to accommodate an applicant on the waiting list who
requires those accessibility features.
iii. A household requiring a unit transfer because of a change in household size
or composition that results in the unit being over- or under-occupied
pursuant to the occupancy standards set forth in the Tenant Selection Plan.
iv. A household that occupies an assisted unit in a development that includes
non-assisted units, and the household no longer qualifies for rental
assistance.
v. A household requests a transfer due to a change in family size and the
household would be eligible for a larger or smaller unit based on the
occupancy standards defined in the Tenant Selection Plan.
vi. A household requiring a Deeper Subsidy.

3. New applicants who are survivors of domestic violence, dating violence, or stalking:
a. Preference will be given to applicants who can provide documentation such as the
Domestic Violence, Dating Violence, Sexual Assault or Stalking and Alternate
Documentation (Form HUD-5382) or documentation from an agency such as a federal,
state, tribal, territorial, or local police record, court record, or documentation signed
and attested to by a survivor, service provider, attorney, or medical personnel that they
have been displaced by domestic violence, dating violence, sexual assault, or stalking, or
need to move from their present housing because of domestic violence. See the Tenant
Selection Plan for more information.

4. New applicants displaced by government action or presidentially declared disaster:
a. Applicants who have been displaced by government action (i.e. eminent domain) or a
presidentially declared disaster.

5. New applicant preference for working, elderly, or disabled applicants:

a. Applicant households that include a head of household, spouse, or co-head who has
been employed for 90 days prior to application with a minimum of 15 hours per week, is
62 or older, or is disabled will be given a preference over other applicants.

EXTREMELY LOW INCOME TARGETING COMPUTATION
Property:
(100% SEC. 8 PROPERTIES)
Computation Year:
a.
Annual Turnover b.
c.
Annual Turnover d.
AverageTurnover
0
X 40% =
# Units to be
filled by ELI
applicants
Instructions:
a. enter the past year, i.e. 2006
b. enter the number of total units that turned over in the year entered in a.
c. enter the previous year from entered in a., i.e. 2005
d. enter the number of total units that turned over in the year entered in c.

0

EXTREMELY LOW-INCOME TARGETING COMPUTATION

Property: (MIXED PROPERTIES)

Computation Year:

a. Annual Turnover b.

c. Annual Turnover d.

Average Turnover 0 X 92% X 40% = 0

'# Units to be
filled by ELI
PROPERTY MIX applicants
# Section 8 Allotments = units 92%
# Non-Sec 8 Allotments = units 8%

Total # Units =

Instructions:
a. enter the past year, i.e. 2003
b. enter the number of total units that turned over in the year entered in a.
c. enter the previous year from entered in a., i.e. 2002
b. enter the number of total units that turned over in the year entered in c.
Page 1 of 2 Waiting List Application HUD MF Program & Tax Credit_Elderly_09-2016

Waiting List Application

Property Name:
Address:
Telephone: Fax: TDD/TYY: 711 National Voice Relay
Website: Email:
No Smoking Community – This property is a No Smoking Community. Smoking is allowed in designated
areas only. Smoking is prohibited in the apartment, on apartment balconies, porches, and/or patios, and in
all indoor and outdoor common areas, including but not limited to parking lots, sidewalks, hallways, and
elevators.

THE AGENT WILL PROVIDE HELP IN REVIEWING THIS DOCUMENT. IF NECESSARY, PERSONS WITH
DISABILITIES MAY ASK FOR THIS APPLICATION IN LARGE PRINT TYPE, OR OTHER ALTERNATE FORMATS.
Please print clearly in Blue or Black Pen. If an item(s) does not apply to you, answer “NO” or “N/A,” do not
leave anything blank. If you need to make corrections, draw a line across and initial. Do NOT use Liquid
Paper, Correction Tape, White Out, etc.

Applicant Name (First, Middle Initial, Last):
Address:
City, State, Zip Code:
Home Phone: Work Phone:
Cell Phone: Date of Birth:
Driver’s License or Government Issued ID #: ID State:
Email Address:
How did you hear about us? ❑ Drove by ❑ Flyer ❑ Internet ❑ News Article ❑ Newspaper Ad
❑ Radio ❑ Walk-In ❑ Other (specify) ❑ Referral from
Date Apartment is needed:

Apartment Type: Eligibility is based on occupancy standards defined in the Tenant Selection Plan.
1st Choice: ❑ Studio ❑ 1 Bedroom
2nd Choice: ❑ Studio ❑ 1 Bedroom
Would you or anyone in your household benefit from an apartment with special features?
Mobility Accessible ❑ Yes ❑ No
Communication Accessible (Hearing) ❑ Yes ❑ No
Communication Accessible (Visual) ❑ Yes ❑ No
Special features: Please list below ❑ Yes ❑ No

Page 2 of 2 Waiting List Application HUD MF Program & Tax Credit_Elderly_09-2016
Are you claiming a “Preference”? Certain preferences are assigned to applicants in order to provide
housing opportunities for households with special circumstances. See Tenant Selection Plan for greater
detail.
❑ Displaced by Government Action or Presidentially Declared Disaster
❑ Victim of Domestic Violence, Dating Violence, or Stalking
❑ Other or Local Preference:

Household Information:
How many people will live in the unit?
Is your household Elderly (head of household, co-head, or spouse is 62 years of age or older)
Is your household Near-Elderly (head, spouse, or sole-member is disabled and 50 to 61 years of age)
Is your household Nonelderly (head of household, co-head, or spouse is disabled and 18 to 49 years of age)
What is the total Gross Annual Income for all household members?
Include unearned income, such as SSA or SSI benefits, gifts, child support, and income from assets.
$
Are you or any member of your household required to register as a sex offender? .
If yes, list the name of the person(s) and the registration requirements (i.e. place where registration needs
to be filed, length of time for which registration is required).

Signature Clause:
I certify all information and answers to the questions are true and complete to the best of my knowledge
and understand providing false information or making false statements may result in denial of my
application and/or criminal penalties.
All household members 18 and over must sign below:

Signature Date
Signature Date
Signature Date
Signature Date
Signature Date
Signature Date

THIS SECTION IS FOR OFFICE USE ONLY
Date Received: Time Received:
Received by As Agent for Owner
A POAH Community
Professionally Managed by POAH Communities LLC

Application Acceptance Letter

Date:
From:

To:

Dear Applicant:

Thank you for your interest in . We have your completed application and at this
time, your household appears eligible for residency.

Your application is being placed on the waiting list for a bedroom apartment home at this
community. We anticipate that an apartment home may become vacant within the
based on our current turnover rate. This is only an estimate and can vary widely based on several factors.

Please notify the community immediately at if your home address changes, the number of
household members changes, your household income or assets change or you are no longer interested in
an apartment home at our community.

Sincerely,

Management Representative

Please call if you have any questions.

A POAH Community
Professionally Managed by POAH Communities LLC

This is an important document. Come to the office for translation services.
Este es un documento importante. Presentese a la oficina para servicio de traduccion.
Это важный документ. Приезжайте в офис за услуги по письменному переводу.
這是一個重要的文件。來到辦公室翻譯服務。
Ovo je važan dokument. Dođite u uredu za usluge prevođenja.
Jest to ważny dokument. Przyjdź do urzędu na usługi tłumaczeniowe.
.ةمجرتلا ااتامدخلاابتكماىلاالاعتاا.ةماها ااةقيثوا اوها ااذه
Điều này là một tài liệu quan trọng. Hãy đến với các văn phòng cho các dịch vụ dịch thuật.

POAH Communities does not discriminate on the basis of disabled status in the admission or access to, or treatment
or employment in, its federally assisted programs and activities.

The person named below has been designated to coordinate compliance with the nondiscrimination requirements
contained in the Department of Housing and Urban Development's regulations implementing Section 504 (24 CFR
Part 8 dated June 2, 1988).

Section 504 Coordinator
POAH Communities, LLC
2 Oliver Street, Suite 500
Boston, MA 02109
Telephone: 877-489-0101 TTY: 7-1-1

A POAH Community
Professionally Managed by POAH Communities LLC

NOTICE OF REJECTED PRE-APPLICATION

Date:

From:

To:

Dear Applicant:

This notice is to advise you that a review of your pre-application indicates that you do not qualify for the
following reason(s):
 The household’s annual income exceeds the applicable HUD income limit.
 The unit size requested will not accommodate the number of members in the household
based on the occupancy guidelines.
 After review of citizenship/eligible immigration status you do not qualify.
 Ineligibility due to household student status.
 Information found on a public record source disqualifies the household.

If you disagree with this decision, you have 14 days to respond in writing or to request an informal
hearing to discuss the rejection. Also, persons with disabilities have the right to request reasonable
accommodations to participate in the informal hearing process. If we do not hear from you by the close
of business within 14 days, the rejection shall be considered final.
Sincerely,

Management Representative

This is an important document. Come to the office for translation services.
Este es un documento importante. Presentese a la oficina para servicio de traduccion.
Это важный документ. Приезжайте в офис за услуги по письменному переводу.
這是一個重要的文件。來到辦公室翻譯服務。
Ovo je važan dokument. Dođite u uredu za usluge prevođenja.
Jest to ważny dokument. Przyjdź do urzędu na usługi tłumaczeniowe.
.ةمجرتلا اتامدخلا اابتكمااىلا االاعتاا.ةماهااةقيثوا ااوهاااذه
Điều này là một tài liệu quan trọng. Hãy đến với các văn phòng cho các dịch vụ dịch thuật.

A POAH Community
Professionally Managed by POAH Communities LLC

POAH Communities does not discriminate on the basis of disabled status in the admission or access to, or treatment or
employment in, its federally assisted programs and activities.

The person named below has been designated to coordinate compliance with the nondiscrimination requirements
contained in the Department of Housing and Urban Development's regulations implementing Section 504 (24 CFR Part 8
dated June 2, 1988).

Section 504 Coordinator
POAH Communities, LLC
2 Oliver Street, Suite 500
Boston, MA 02109
Telephone: 877-489-0101 TTY: 7-1-1

Professionally Managed by POAH Communities, LLC

NOTICE OF REJECTED APPLICATION

Date:

From:

To:

Dear Applicant:

This Notice is to advise you that the Tenant screening process has been completed. We sincerely regret to
inform you that your application has been rejected for the following reason(s):
 The household’s annual income exceeds the applicable HUD income limit.
 The unit size requested will not accommodate the number of members in the household based on the
occupancy guidelines.
 The unit will not be the household’s only place of residence.
 The household does not meet the economic criteria established for the housing program.
 The household does not meet the housing program’s age or handicap/disability requirements.
 The rent amount the household would be required to pay using the applicable HUD rent
formula equals or exceeds the Contract/Market Rent for the unit.
 A household member age 6 and older was unable to provide a Social Security number or
execute a certification when the number has not been assigned by SSA.
 After review of citizenship/eligible immigration status you do not qualify.
 The spouse, co-head or roommate does not meet the screening criteria.
 The head of household, spouse, co-head or roommate is a student.
 History of criminal activity
 History of violent behavior.
 Abusive/threatening behavior during the application process.
 Non-Compliance with Rental Agreements.
 Owe present or previous Landlord a balance.
 Record of not meeting financial obligations.
 Misrepresentation of any information related to eligibility, preference for admission, allowances,
household composition, screening or calculation of rent.

If you have been rejected due to your credit, please use the contact information below. However, the
credit reporting agency did not make the decision to deny your account and will be unable to provide
you with the reason for the denial.

Professionally Managed by POAH Communities, LLC
POAH Communities does not discriminate on the basis of disability status in the admission or access to, or treatment or employment
in, its federally assisted programs and activities.
The person named below has been designated to coordinate compliance with the nondiscrimination requirements contained in
the Department of Housing and Urban Development’s regulations implementing Section 504 (24 CFR, part 8 dated June 2, 1988.
Section 504 Coordinator
POAH Communities, LLC, 2 Oliver Street, Suite 500, Boston, MA 02109
tel: 877-489-0101 TTY: 7-1-1
You are entitled to a free copy of the credit report from the credit reporting agency within sixty days
of this notice. You are entitled to review the credit report and dispute the accuracy with the credit
reporting agency.
You will have two weeks after receiving the notice of the cause for rejection to send corrected
information directly to the management office.

For credit only, please contact:
BetterNOI
220 Gerry Drive Wood Dale, IL 60191
(T) 866-389-4042
(W) www.screeningreports.com

If you disagree with the decision to reject your application, you have 14 days to respond in writing or to request
a meeting to discuss the rejection.

Please send your written request to:

Also, persons with disabilities have the right to request reasonable accommodations to participate in
the informal hearing process. If we do not hear from you by the close of business within 14 days, the
rejection shall be considered final.
Sincerely,

Management Representative

POAH COMMUNITIES PUBLICATION 5276 Revised July 2016

NOTICE OF INTERVIEW

Date:
From:

To:

Dear Applicant:
This Notice will confirm our telephone conversation on . At that time you
were advised that we have reached your name on the waiting list and scheduled an appointment to begin
processing your application.
Please be advised that we were unable to contact you by telephone on .
This notice is to advise you that we have reached your name on the waiting list and have scheduled an
appointment to begin processing your application.
This interview is scheduled to take place on at . If you are unable to attend
this interview, you must contact the Management Office in advance to reschedule.
PLEASE PROVIDE THE INFORMATION REQUESTED ON THE ATTACHED SHEET AT THE TIME OF YOUR INTERVIEW IN
ORDER TO ASSIST US IN PROCESSING YOUR APPLICATION.
You must have good cause for refusing for failing to attend this interview. If you can verify the circumstances to
support good cause we will reschedule the interview. Examples of “good cause” include hospitalization or a
disability that requires program communications be in a format appropriate for the hearing or vision impaired.
If you refuse or fail to attend this interview for reasons other than good cause, your application will be
withdrawn from the waiting list.

DO NOT TERMINATE YOUR EXISTING LEASE AGREEMENT NOR SELL YOUR EXISTING RESIDENCE UNTIL WE HAVE
COMPLETED THE APPLICATION PROCESS AND YOU HAVE RECEIVED A NOTICE OF UNIT AVAILABILITY.
Sincerely,

Management Representative

POAH COMMUNITIES PUBLICATION 5276 Revised May 2015
POAH Communities does not discriminate on the basis of disability status in the admission or
access to, or treatment or employment in its federally assisted programs and activities.

The person named below has been designated to coordinate compliance with the nondiscrimination
requirements contained in the Department of Housing and Urban Development’s regulations
implementing Section 504 (24 CFR, part 8 dated June 2, 1988).

Section 504 Coordinator
POAH Communities
2 Oliver Street, Suite 500
Boston, MA 02109
Telephone: 877-489-0101
TTY: 7-1-1

NAME:

ADDRESS:
EMAIL:

FAX:
Move-In Application 1 of 12
PROPERTY CONTACT INFORMATION/NEED FOR SPECIAL ACCOMMODATIONS

Property Contact Information
Office Hours Telephone Number
Property Address TDD Number
Fax Number

After we receive your application, we will:
• Determine your preliminary eligibility
• Then your application will either be processed for admission or placed on our waiting list.
This does not guarantee that your household will be eligible for a unit.

Need for Special Accommodations
If you need help in completing this application, please contact us and advise us of your needs when you receive this application.
does not discriminate on the basis of disability status in the admission, access to,
treatment, or employment in its federally-assisted programs and activities.
We designate the person named below to coordinate compliance with the nondiscrimination requirements contained in the
Department of Housing and Urban Development’s regulations implementing Section 504 (24CFR, part 8 dated June 2, 1988.)

We encourage and support the nation's affirmative housing program in which
there are no barriers to obtaining housing because of race, color, creed,
religion, sex, sexual orientation, gender identification, national origin, familial
status, age, handicap, or any other class protected by state law.

Modified 8/15/2023
© 2023 Yardi Systems, Inc.
All Rights Reserved

religion, sex, sexual orientation, gender identification, national origin, familial
status, age, handicap, or any other class protected by state law.
Inc. All Rights Reserved

Move-In Application

We encourage and support the nation's affirmative housing program in which
there are no barriers to obtaining housing because of race, color, creed,

Modified 8/15/2023
© 2023 Yardi Systems,
2 of 12
FOR OFFICE USE ONLY

Property Name:
Unit Number: Effective Date:

Head of Household Full Legal Name:
State Issued ID # (Head of Household): State:
Home phone: Cell phone:
Email:
Preferred Number of Bedrooms:

All Rights Reserved religion, sex, sexual orientation, gender identification, national origin, familial
status, age, handicap, or any other class protected by state law.
Move-In Application 3 of 12

HOUSEHOLD COMPOSITION

1. List the Head of Household and all other persons who will be living in the unit. Give the relationship of each household
member to the head of household.

Member
#

Member Name
Full Legal First, Middle, and Last Name

Relationship Date of
Birth
Sex
If decline,
put “D”
Marital
Status
(optional)
Student Status
this and/or next
calendar year
Is this person...
(optional)
1
HEAD
Disabled?
A veteran of the US Military?
Displaced by government action or a
Presidentially Declared Disaster?
2 Disabled?
A veteran of the US Military?
Displaced by government action or a
Presidentially Declared Disaster?
3 Disabled?
A veteran of the US Military?
Displaced by government action or a
Presidentially Declared Disaster?
4 Disabled?
A veteran of the US Military?
Displaced by government action or a
Presidentially Declared Disaster?
5 Disabled?
A veteran of the US Military?
Displaced by government action or a
Presidentially Declared Disaster?
6 Disabled?
A veteran of the US Military?
Displaced by government action or a
Presidentially Declared Disaster?
7 Disabled?
A veteran of the US Military?
Displaced by government action or a
Presidentially Declared Disaster?
8 Disabled?
A veteran of the US Military?
Displaced by government action or a
Presidentially Declared Disaster?
9 Disabled?
A veteran of the US Military?
Displaced by government action or a
Presidentially Declared Disaster?

We encourage and support the nation's affirmative housing program in which
there are no barriers to obtaining housing because of race, color, creed,

Modified 8/15/2023
© 2023 Yardi Systems, Inc.
FOR APPLICANT USE ONLY
Please answer all applicable questions. Each household member age 18 years or older and under 18 if head, spouse, or co -
head must sign and date the application.
NOTE: Any applicant who purposefully falsifies, misrepresents or withholds any information related to program eligibility, or

Move-In Application

We encourage and support the nation's affirmative housing program in which
there are no barriers to obtaining housing because of race, color, creed,
religion, sex, sexual orientation, gender identification, national origin, familial
status, age, handicap, or any other class protected by state law.

Modified 8/15/2023
© 2023 Yardi Systems, Inc.
All Rights Reserved
4 of 12

HOUSEHOLD QUESTIONS
CITIZENSHIP STATUS & SOCIAL SECURITY NUMBER DISCLOSURE
Member
# Citizenship Status Social Security
Number
If a member does not have a Social Security Number, visa, or alien
registration number, please check the statement that applies:
1
Does not contend eligible immigration status
Was 62 years or older as of January 31st, 2010 and was eligible to receive assistance
Is a new household member under 6 years old
2
Does not contend eligible immigration status
Was 62 years or older as of January 31st, 2010 and was eligible to receive assistance
Is a new household member under 6 years old
3
Does not contend eligible immigration status
Was 62 years or older as of January 31st, 2010 and was eligible to receive assistance
Is a new household member under 6 years old
4
Does not contend eligible immigration status
Was 62 years or older as of January 31st, 2010 and was eligible to receive assistance
Is a new household member under 6 years old
5
Does not contend eligible immigration status
Was 62 years or older as of January 31st, 2010 and was eligible to receive assistance
Is a new household member under 6 years old
6
Does not contend eligible immigration status
Was 62 years or older as of January 31st, 2010 and was eligible to receive assistance
Is a new household member under 6 years old
7
Does not contend eligible immigration status
Was 62 years or older as of January 31st, 2010 and was eligible to receive assistance
Is a new household member under 6 years old
8
Does not contend eligible immigration status
Was 62 years or older as of January 31st, 2010 and was eligible to receive assistance
Is a new household member under 6 years old
9
Does not contend eligible immigration status
Was 62 years or older as of January 31st, 2010 and was eligible to receive assistance
Is a new household member under 6 years old

2. Will any member of the household require a live-in aide? Yes No If Yes, list name(s) below:
3. Is any member of this household temporarily absent, but
under normal conditions would live in the unit?
Yes No If Yes, list name(s) below:
4. Have you or any member of your household ever used
different names from the names given on this application?
Yes No If Yes, explain:
5. Have you or any member of your household ever used social
security numbers different from those listed on this application?
Yes No If Yes, explain:
6. Are you or any member of your household subject to a
lifetime sex offender registration requirement in any state?
Yes No If Yes, explain:
7. Do you anticipate any change in your household (someone
moving in or out) during the next 12 months?
Yes No If Yes, list name(s) below:
8. Will all minor household members live in this unit with a
parent or guardian who has at least 50% custody?
Yes No If No, list name(s) below: N/A
9. Please list all states where members on this application have lived:

We encourage and support the nation's affirmative housing program in which
there are no barriers to obtaining housing because of race, color, creed,
religion, sex, sexual orientation, gender identification, national origin, familial
status, age, handicap, or any other class protected by state law.
Modified 8/15/2023
© 2023 Yardi Systems, Inc.
All Rights Reserved

Move-In Application 5 of 12

For each household member (including temporarily absent and/or foster family members), list current and anticipated income
sources for the twelve-month period beginning on the anticipated move-in date. All information must be verified. Include all
full-time, part-time, or seasonal income even if completing this application in the off-season.
Include income for all members of the household
10. Employment Wages/Salaries (include tips, bonuses, commissions, and seasonal employment) Yes No
11. Regular pay for a Member of the Military Yes No
12. Self-Employment (Including digital income sources such as app-based driving services, e-commerce sales,
and video-based platforms)
Yes No
13. Unemployment Benefits or Severance Pay Yes No
14. Workers' Compensation or Other Insurance Settlements Yes No
15. Social Security Income (including Social Security, Social Security Disability Insurance (SSDI), and
Retirement, Survivors, and Disability Insurance (RSDI))
Yes No
16. Supplemental Security Income (SSI) Yes No
17. Disability Benefits Yes No
18. Public Assistance (TANF, GA, AFDC, cash assistance, etc. excluding food stamps and medical assistance) Yes No
19. Child Support Yes No
20. Alimony/Spousal Maintenance Yes No
21. Regular Cash and Non-Cash Contributions (including assistance with paying rent, bills or giks from
individuals not living in the unit - excluding groceries)
Yes No
22. Student Financial Aid (public or private - excluding student loans) Yes No
23. Veterans Benefits Yes No
24. Regular payments from Pensions (including PERA, railroad, etc.) Yes No
25. Regular payments from Retirement Benefits Yes No
26. Periodic payments from Indian Trusts Yes No
27. Death Benefits (receiving income as a beneficiary of annuities, pensions, life insurance, etc.) Yes No
28. Regular payments from Annuities or Life Insurance Dividends Yes No
29. Other (list): Yes No

30. Does any adult member of the household have zero income? Yes If Yes, please list name(s): No
INCOME INFORMATION
We encourage and support the nation's affirmative housing program in which
there are no barriers to obtaining housing because of race, color, creed,
religion, sex, sexual orientation, gender identification, national origin, familial
status, age, handicap, or any other class protected by state law.
Modified 8/15/2023
© 2023 Yardi Systems, Inc.
All Rights Reserved

Move-In Application 6 of 12

Member Income Source Gross Annual
Income
Name and mailing address Contact phone or
fax number
$
$
$
$
$
$
$
$
$
$
$
INCOME DETAILS

Move-In Application 7 of 12
ASSET INFORMATION

For each household member (including children), list all assets. All information must be verified.
Include assets for all members of the household
31. Checking Accounts Yes No
32. Savings Accounts Yes No
33. Cash Card (including government benefits cards) Yes No
34. Stocks Yes No
35. Bonds Yes No
36. Money Market/Mutual Funds Yes No
37. Certificate of Deposit Yes No
38. Trust Yes No
39. Lump Sum Receipts (ie. from inheritances, insurance settlements, lottery winnings, or capital gains) Yes No
40. 401(k) or 403(b) Account Yes No
41. IRA Account Yes No
42. Keogh Account Yes No
43. Capital Investments Yes No
44. Real Estate Yes No
45. Land Contracts Yes No
46. GoFundMe/Crowdsourcing Funds Yes No
47. Bitcoin/Cryptocurrency Yes No
48. Life Insurance Policies (excluding Term Life Insurance) Yes No
49. Pension/Annuity/Other Retirement Accounts Yes No
50. Cash on Hand Yes No
51. Personal Items Held as an Investment Yes No
52. Other (list): Yes No

ASSETS DISPOSED OF FOR LESS THAN FAIR MARKET VALUE

53. I/We hereby certify that I/We HAVE HAVE NOT sold or given away assets for less than their fair market value within
the last two years.
If applicable: Identify assets sold or disposed of for less than fair market value
Household Member Asset Type Market Value Date Sold/Disposed Amount Received
$ $
$ $
$ $
$ $

We encourage and support the nation's affirmative housing program in which
there are no barriers to obtaining housing because of race, color, creed,
religion, sex, sexual orientation, gender identification, national origin, familial
status, age, handicap, or any other class protected by state law.

Modified 8/15/2023
© 2023 Yardi Systems, Inc.
All Rights Reserved

We encourage and support the nation's affirmative housing program in which
there are no barriers to obtaining housing because of race, color, creed,
religion, sex, sexual orientation, gender identification, national origin, familial
status, age, handicap, or any other class protected by state law.
Modified 8/15/2023
© 2023 Yardi Systems, Inc.
All Rights Reserved

Move-In Application 8 of 12
ASSET DETAILS

Member Asset and Financial
Institution
Market Value This asset...
* indicate only if owned with
someone outside of the household
Interest
Rate
(if applicable)
Annual
Income
(if applicable)
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
$ Is jointly owned*
Earns income
% $
We encourage and support the nation's affirmative housing program in which
there are no barriers to obtaining housing because of race, color, creed,
religion, sex, sexual orientation, gender identification, national origin, familial
status, age, handicap, or any other class protected by state law.
Modified 8/15/2023
© 2023 Yardi Systems, Inc.
All Rights Reserved

Move-In Application 9 of 12
EXPENSE INFORMATION

Households may be able to deduct all or part of the household’s expenses from the total annual income.

Child Care Expenses
54. Anticipated expenses for the care of children under age 13 (including foster children) may be
deducted from annual income if the care is necessary to enable a family member to work, seek
employment, or further their education.
Does this household incur child care expenses that meet the criteria above? Yes No

Disability Expenses
55. Families are entitled to a deduction for unreimbursed, anticipated costs for attendant care and
auxiliary apparatus for each family member who is a person with disabilities, to the extent these
expenses are reasonable and necessary to enable any family member 18 years of age or older to be
employed. (This may or may not be the member who is a person with disabilities)
Does this household include any member who is a person with disabilities? Yes No
If Yes, please indicate whether or not the household incurs any of the following unreimbursed expenses, which are necessary for a
member of the household to be employed:
56. Expenses from attendant care? Yes No
57. Expenses from the cost of an auxiliary apparatus or service animal, including costs for maintenance
and upkeep?
Yes No

Medical Expenses
58. Households in which the head, spouse, or co-head is at least 62 years old or is a person with
disabilities are eligible to deduct unreimbursed medical expenses for all family members.
Does this household meet this qualification? Yes No
If Yes, please indicate whether or not any member of the household incurs any of the following unreimbursed expenses:
59. Expenses from Medicare premiums? Yes No
60. Expenses from other medical insurance premiums? Yes No
61. Expenses from medical assistance through a public assistance agency? Yes No
62. Expenses incurred from ongoing visits to a dentist or doctor’s office? Yes No
63. Expenses from prescription medications? Yes No
64. Expenses from over-the-counter medication prescribed by a healthcare professional? Yes No
65. Outstanding medical bills for which you or a member of your household are currently paying? Yes No
66. Additional out-of-pocket medical expenses? Yes No
We encourage and support the nation's affirmative housing program in which
there are no barriers to obtaining housing because of race, color, creed,
religion, sex, sexual orientation, gender identification, national origin, familial
status, age, handicap, or any other class protected by state law.
Modified 8/15/2023
© 2023 Yardi Systems, Inc.
All Rights Reserved

Move-In Application 10 of 12
EXPENSE DETAILS

Member Description Frequency Cost Name and Phone Number
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$

We encourage and support the nation's affirmative housing program in which
there are no barriers to obtaining housing because of race, color, creed,
religion, sex, sexual orientation, gender identification, national origin, familial
status, age, handicap, or any other class protected by state law.
Modified 8/15/2023
© 2023 Yardi Systems, Inc.
All Rights Reserved

Move-In Application 11 of 12

The following section is optional and is used to help determine eligibility for special accessible housing features. All answers
will be verified.
69. Would you like to provide information to help determine your eligibility for special accessible housing features?
Yes No (If No, skip to the next page)

To qualify for an accessible unit, a household member must have a physical impairment that:
• is expected to be of long-continued and indefinite duration
• substantially impedes the person’s ability to live independently
• is such that the person’s ability to live independently could be improved by more suitable housing conditions
70. Do you or a household member have a mobility impairment which meets the definitions stated above? Yes No
71. If yes, list name(s) of family members:
72. Do you or a household member have a condition which requires (check those that apply):
a separate bedroom
a unit for a visually-impaired person
a unit for a hearing -impaired person
a barrier-free apartment
a one-level unit
a bathroom on the first floor
other physical modifications, please explain:
73. Please explain exactly what you need to accommodate your situation:

74. Who should we contact to verify your need for the above housing features?
Name
Address
City State Zip Phone
SPECIAL UNIT REQUIREMENT(S) QUESTIONNAIRE

I/We understand the information in this application will be used to determine eligibility for housing assistance programs and that this
information will be verified. I/We understand that any false information may make me/us ineligible for a unit. I/We hereby affirm that the
foregoing information is true and complete to the best of my/our knowledge, and authorized the owner to make inquiries to verify the
statement herein. I/We understand that if any of this information is false, misleading or incomplete, management may decline our application
or, if move-in has occurred, terminate my/our lease agreement. I/We understand that any action(s) by myself/ourselves or my/our household
members, whether verbal or nonverbal, that harass, intimidate, threaten or are perceived by management to harass, intimidate or threaten
the health or safety of the management staff or interfere with the management of the property is grounds for management to decline my/our
application for housing. I/We understand that if I/we or any member or my/our household suggest or offer bribes of money, material goods,
etc., to the management staff responsible for determining either my/our placement on the waiting list or processing of my/our housing
application is grounds for management to decline my/our application for housing. I/We authorize management to make any and all inquiries
to verify this information, directly or through information exchanged now or later with rental and credit screening services, and to contact
previous and current landlords or other sources for credit and verification information which may be released to appropriate federal, state
occupy the unit, and that this will be my/our only residence. I/We agree to notify management in writing regarding any changes in household
address, telephone numbers, income and household composition. My/Our signature(s), as indicated below, acknowledge that I/we have read

All household members age 18 or older (and under age 18 if Head, Spouse, or Co-Head) must sign and date below:
Move-In Application 12 of 12
SIGNATURES

Under penalty of perjury, I/we certify that the information presented in this application is true and accurate to the best of my/
our knowledge. The undersigned further understand(s) that providing false representations herein constitutes an act of fraud.
False, misleading, or incomplete information may result in the termination of a lease agreement.
1. Applicant Signature Date
2. Applicant Signature Date
3. Applicant Signature Date
4. Applicant Signature Date
5. Applicant Signature Date
6. Applicant Signature Date
7. Applicant Signature Date
8. Applicant Signature Date
9. Applicant Signature Date

We encourage and support the nation's affirmative housing program in which
there are no barriers to obtaining housing because of race, color, creed,
religion, sex, sexual orientation, gender identification, national origin, familial
status, age, handicap, or any other class protected by state law.

Modified 8/15/2023
© 2023 Yardi Systems, Inc.
All Rights Reserved

OMB Control # 2502-0581
Exp. (02/28/2019)
Supplemental and Optional Contact Information for HUD-Assisted Housing Applicants

SUPPLEMENT TO APPLICATION FOR FEDERALLY ASSISTED HOUSING
This form is to be provided to each applicant for federally assisted housing

Instructions: Optional Contact Person or Organization: You have the right by law to include as part of your application for housing,
the name, address, telephone number, and other relevant information of a family member, friend, or social, health, advocacy, or other
organization. This contact information is for the purpose of identifying a person or organization that may be able to help in resolving any
issues that may arise during your tenancy or to assist in providing any special care or services you may require. You may update,
remove, or change the information you provide on this form at any time. You are not required to provide this contact information,
but if you choose to do so, please include the relevant information on this form.
Applicant Name:
Mailing Address:
Telephone No: Cell Phone No:
Name of Additional Contact Person or Organization:
Address:
Telephone No: Cell Phone No:
E-Mail Address (if applicable):
Relationship to Applicant:
Reason for Contact: (Check all that apply)
Emergency Assist with Recertification Process
Unable to contact you Change in lease terms
Termination of rental assistance Change in house rules
Eviction from unit Other:
Late payment of rent
Commitment of Housing Authority or Owner: If you are approved for housing, this information will be kept as part of your tenant file. If issues
arise during your tenancy or if you require any services or special care, we may contact the person or organization you listed to assist in resolving the
issues or in providing any services or special care to you.
Confidentiality Statement: The information provided on this form is confidential and will not be disclosed to anyone except as permitted by the
applicant or applicable law.
Legal Notification: Section 644 of the Housing and Community Development Act of 1992 (Public Law 102-550, approved October 28, 1992)
requires each applicant for federally assisted housing to be offered the option of providing information regarding an additional contact person or
organization. By accepting the applicant’s application, the housing provider agrees to comply with the non-discrimination and equal opportunity
requirements of 24 CFR section 5.105, including the prohibitions on discrimination in admission to or participation in federally assisted housing
programs on the basis of race, color, religion, national origin, sex, disability, and familial status under the Fair Housing Act, and the prohibition on
age discrimination under the Age Discrimination Act of 1975.
Check this box if you choose not to provide the contact information.
Signature of Applicant Date
The information collection requirements contained in this form were submitted to the Office of Management and Budget (OMB) under the Paperwork Reduction Act of 1995 (44 U.S.C. 3501-3520). The
public reporting burden is estimated at 15 minutes per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing
and reviewing the collection of information. Section 644 of the Housing and Community Development Act of 1992 (42 U.S.C. 13604) imposed on HUD the obligation to require housing providers
participating in HUD’s assisted housing programs to provide any individual or family applying for occupancy in HUD-assisted housing with the option to include in the application for occupancy the name,
address, telephone number, and other relevant information of a family member, friend, or person associated with a social, health, advocacy, or similar organization. The objective of providing such
information is to facilitate contact by the housing provider with the person or organization identified by the tenant to assist in providing any delivery of services or special care to the tenant and assist with
resolving any tenancy issues arising during the tenancy of such tenant. This supplemental application information is to be maintained by the housing provider and maintained as confidential information.
Providing the information is basic to the operations of the HUD Assisted-Housing Program and is voluntary. It supports statutory requirements and program and management controls that prevent fraud,
waste and mismanagement. In accordance with the Paperwork Reduction Act, an agency may not conduct or sponsor, and a person is not required to respond to, a collection of information, unless the
collection displays a currently valid OMB control number.

Privacy Statement: Public Law 102-550, authorizes the Department of Housing and Urban Development (HUD) to collect all the information (except the Social Security Number (SSN)) which will be
used by HUD to protect disbursement data from fraudulent actions.
Form HUD- 92006 (05/09)

NOTICE OF WITHDRAWN APPLICATION
Date:
From:

To:

Dear Applicant:
Your Application for residency has been withdrawn from the Waiting List for the following reason(s):
Your request
Failing to respond to Waiting List Update Notice
You no longer qualify
Refusal or failing to attend Application processing interview
Refusal to accept unit when available (Notice of Unit Availability)
Failing to respond to Notice of Unit Availability
Failing to confirm move-in date
Cancellation of move-in or failing to move-in
Failure to provide necessary information to complete certification process
We regret that you cannot join our community as a Tenant at this time. Should you change your mind
in the future, you will need to contact the Management Office to determine if the Waiting List is open,
and if so, reapply.

Sincerely,

Management Representative

Print Form
Clear Form

POAH Communities does not discriminate on the basis of disability status in the admission or
access to, or treatment or employment in, its federally assisted programs and activities.
The person named below has been designated to coordinate compliance with the nondiscrimination
requirements contained in the Department of Housing and Urban Development’s regulations
implementing Section 504 (24 CFR, part 8 dated June 2, 1988.

Section 504 Coordinator
POAH Communities, LLC
2 Oliver Street, Suite 500
Boston, MA 02109
Telephone: 877-489-0101
TTY: 7-1-1
A POAH Community
Professionally Managed by POAH Communities LLC

NOTICE OF UNIT AVAILABILITY

Date:
From:

To:

Dear Applicant:

Your Application has been approved and we look forward to having you as a Tenant.
This Notice will confirm our telephone conversation on .

We were unable to contact you by telephone on .
You must contact the Management Office within five (5) business days from the date of this Notice to
confirm a move-in date. You must have “good cause” for not responding to this Notice. Examples of
“good cause” include hospitalization, a person with a disability does not understand this request or
requires program communications to be in a format appropriate for the hearing or vision impaired. If
you do not contact the Management Office within five (5) business days for reasons other than “good
cause” your Application will be withdrawn from the Waiting List. If you can verify the circumstances to
support “good cause” we will reinstate your Application to the waiting list.

Please be advised of the following:
1. Confirmed move-in date is:
2. Your monthly rent payment is:
3. Your Security Deposit amount is:
4. Your Pet Deposit amount is:
5. Other:

In the near future we will schedule an appointment for you to sign necessary move-in documents,
payment of rent, applicable deposits and the issuance of keys.

A POAH Community
Professionally Managed by POAH Communities LLC

Sincerely,

Management Representative

This is an important document. Come to the office for translation services.
Este es un documento importante. Presentese a la oficina para servicio de traduccion.
Это важный документ. Приезжайте в офис за услуги по письменному переводу.
這是一個重要的文件。來到辦公室翻譯服務。
Ovo je važan dokument. Dođite u uredu za usluge prevođenja.
Jest to ważny dokument. Przyjdź do urzędu na usługi tłumaczeniowe.
.ةمجرتلا اتامدخلا اابتكمااىلا االاعتاا.ةماهااةقيثوا ااوهاااذه
Điều này là một tài liệu quan trọng. Hãy đến với các văn phòng cho các dịch vụ dịch thuật.

POAH Communities does not discriminate on the basis of disabled status in the admission or access to, or treatment or
employment in, its federally assisted programs and activities.

The person named below has been designated to coordinate compliance with the nondiscrimination requirements
contained in the Department of Housing and Urban Development's regulations implementing Section 504 (24 CFR Part 8
dated June 2, 1988).
Section 504 Coordinator
POAH Communities, LLC
2 Oliver Street, Suite 500
Boston, MA 02109
Telephone: 877-489-0101 TTY: 7-1-1

POAH Communities
Landlord Verification (07-2016), Page 1 of 2

HOUSEHOLD MEMBER RELEASE
YOU DO NOT HAVE TO SIGN THIS FORM IF THE NAME OR ADDRESS OF EITHER THE PROJECT OR
RECIPIENT IS LEFT BLANK.

RELEASE: I hereby authorize the release of the requested information.
Signature Date
Landlord Verification

TO: FROM:

PHONE # PHONE # ____________________ TYY 711
FAX # FAX #

Please return this form to the address listed here.
SUBJECT: Verification of Information Supplied by an Applicant for Housing Assistance and/or Eligibility
NAME Last 4 of SSN # xxx-xx-
ADDRESS DOB

Be sure to complete all sections and questions. If the section or question does not apply, enter N/A or None.

Please list all persons named on the lease.
Full Legal Name (First, MI, Last)
Relationship to the Head of Household
Head of Household

POAH Communities
Landlord Verification (07-2016), Page 2 of 2





PENALTIES FOR MISUSING THIS FORM
Title 18, Section 1001 of the U.S. Code states that a person is guilty of a felony for knowingly and willingly making false or
fraudulent statements to any department of the United States Government. HUD and any owner (or any employee of
HUD or the owner) may be subject to penalties for unauthorized disclosures or improper uses of information collected
based on the consent form. Use of the information collected based on this verification form is restricted to the purposes
cited above. Any person, who knowingly or willingly requests, obtains or discloses any information under false pretenses
concerning an applicant or participant may be subject to a misdemeanor and fined not more than $5,000. Any applicant or
participant affected by negligent disclosure of information may bring civil action for damages and seek other relief, as may
be appropriate, against the officer or employee of HUD or the owner responsible for the unauthorized disclosure or
improper use. Penalty provisions for misusing the social security number are contained in the Social Security Act at 208
(a) (6), (7) and (8). Violations of these provisions are cited as violations of 42 U.S.C. Section 408 (a) (6), (7) and (8).
Occupancy:
Move In Date: Move Out Date:
Reason for Moving?
Payment History:
Current Rental Rate: $ Amount Past Due: $
Number of Late Payments: Number of NSFs:
Does the resident have a repayment agreement for subsidy incorrectly received under a Federal Housing
Program?
Resident History: Yes/No
Did the resident have any pets?
If yes, what type of pet(s)

Did the resident get along with his/her neighbors?
Did the resident allow unauthorized people to reside in the apartment?
Were there any issues with insect or rodent infestations in the resident’s apartment during
his/her occupancy?

Did the resident take proper care of the apartment regarding damages and housekeeping?
Did the resident give adequate advance notice he/she was moving?
Did Management issue the resident a Notice to Vacate?
Would you rent to the resident again?
Please identity any violations issued to the resident. Check all that apply:
Failure to recertify Did not abide by House Rules
Disruptive Behavior Eviction Filed

By signing this form, I certify that the above information is true and correct.

Signature Date

Name (please print) email address

Phone Fax














Unit #: Resident Name:

I, , request a transfer from a
(Resident’s name)

Please check one from each column here:

(1) From (2) To

studio unit studio unit
one bedroom unit one bedroom unit
two bedroom unit two bedroom unit
three bedroom unit three bedroom unit
four bedroom unit four bedroom unit
Or check one below:
non-mobility accessible unit to a mobility accessible unit
upgrade in unit from apartment to townhome

Reason for transfer:

TRANSFER REQUIREMENTS:

Occupancy Qualifications
The household must meet the occupancy qualifications of the requested unit (no more than 2 people per bedroom and no less than
one person per bedroom).

Need for Mobility Accessible Unit
The resident must provide verification from a doctor or other health professional verifying the need for an accessible unit.

Income Requirements
The Resident’s household may need to be recertified to determine continued eligibility to the Housing Credit Program. If a request
to transfer is to a Housing Credit Unit in another building, the Resident must complete the initial certification process. All income,
assets, and other eligibility requirements will need to be reviewed for Program eligibility. All paperwork must be completed and
appropriate paperwork signed prior to the transfer taking place. If the Resident does not meet the initial eligibility requirements of
the Housing Credit Program, the unit transfer to a Housing Credit Unit in another building may be denied.

Availability Of Requested Unit
I understand that if the type of unit I have requested is not available, I will be put on a waiting list according to the date and time I
have made this request.

I hereby state that the information given above is true and complete to the best of my knowledge. I understand
that providing false or misleading information is a breach of my lease and may be subject to criminal penalties.

Signature of Resident Date

Signature of Witness Date

Transfer Request Form (07/08)
TRANSFER REQUEST
A POAH Community
Professionally Managed by POAH Communities LLC

Tenant Grievance Procedure Policy: Effective 06/01/2019

The lease is a legally binding contract between the resident(s) and the landlord. The lease clarifies the
provisions that effect and govern the relationship and behavior of both parties.

If the resident(s) has a concern or dispute regarding their Lease or tenancy they may request a hearing.
The request can be verbal or in writing. The request should be addressed to the Property Manager.

And if the landlord has reason to believe that the resident has violated a lease provision(s), the resident
will be notified in writing of the violation. The written notice, Lease Violation, will inform the resident that
they have a period of time in which to respond to the violation. If the resident has any concern or
complaint the landlord should be notified in writing with a request for a hearing by the resident.
With minor lease violations a written response is strongly recommended. A resident can always request
a hearing regarding a lease violation or any complaint or concern. When there are several lease violations
or a serious infraction of the lease, management will send a Lease Termination Notice. Failure to pay rent
is a serious lease violation and a breach of the contract. The Lease Termination Notice provides a ten (10)
day period of time to request a hearing.

A timely response requesting a hearing must be in writing. A hearing will be scheduled within 7-days with
the Property Manager of the property in all cases involving money owed to the property. For cases
involving violations of other lease provisions or any complaint or concern of the resident, a hearing will
be scheduled with a trained member of the resident service department or other trained POAH
Communities office staff.
The hearing provides the resident with the opportunity to explain either why they feel management has
made a mistake or to explain extenuating circumstances and a re -evaluation of the proposed lease
termination, lease violation or dispute. The hearing also provides the resident with the opportunity to
voice any concerns or complaints they have.

POAH Communities is required by federal and state law to make adjustments in the grievance process to
accommodate the needs of individuals with disabilities. While POAH Communities, is not required to
make adjustments that will change the fundamental nature of the grievance process or that create an
undue financial burden, POAH Communities will make adjustments in the process when necessary to
permit individuals with disabilities to participate in, or attend a Grievance Hearing. Requests for
reasonable accommodation shall be made in writing, if possible, shall be directed to the Property
Manager and shall state specifically the nature of the accommodation requested. For individuals seeking
an accommodation that will permit them to attend or participate in a specific grievance panel hearing,
the request for accommodation shall be made sufficiently in advance of the hearing to permit the
Regional Property Supervisor or Compliance Manager or Senior Vice President to make appropriate
arrangements.

A POAH Community
Professionally Managed by POAH Communities LLC

Exhibit 18

After the hearing, the staff member conducting the hearing will make a recommendation to the Property
Supervisor and the resident will be notified in writing within 5 -days of the results of the hearing. The
ultimate decision with tenancy disputes or lease terminations lies with the Property Supervisor.

POAH Communities Customer Service: 877-489-0101 extension 275 or
customerservice@poahcommunities.com

This is an important document. Come to the office for translation services.
Este es un documento importante. Presentese a la oficina para servicio de traduccion.
Это важный документ. Приезжайте в офис за услуги по письменному переводу.
這是一個重要的文件。來到辦公室翻譯服務。
Ovo je važan dokument. Dođite u uredu za usluge prevođenja.
Jest to ważny dokument. Przyjdź do urzędu na usługi tłumaczeniowe.
.ةمجرتلا ااتامدخلا اابتكمااىلا االاعت .ةماهااةقيثوا ااوها اااذه
Điều này là một tài liệu quan trọng. Hãy đến với các văn phòng cho các dịch vụ dịch thuật.

POAH Communities does not discriminate on the basis of disabled status in the admission or access to, or
treatment or employment in, its federally assisted programs and activities.

The person named below has been designated to coordinate compliance with the nondiscrimination
requirements contained in the Department of Housing and Urban Development's regulations implementing
Section 504 (24 CFR Part 8 dated June 2, 1988).

Section 504 Coordinator
POAH Communities, LLC
2 Oliver Street, Suite 500
Boston, MA 02109
Tel: 877-489-0101 TTY: 7-1-1

Form HUD-5382
(12/2016)

CERTIFICATION OF U.S. Department of Housing OMB Approval No. 2577-0286
DOMESTIC VIOLENCE, and Urban Development Exp. 06/30/2017
DATING VIOLENCE,
SEXUAL ASSAULT, OR STALKING,
AND ALTERNATE DOCUMENTATION
Purpose of Form: The Violence Against Women Act (“VAWA”) protects applicants, tenants, and
program participants in certain HUD programs from being evicted, denied housing assistance, or
terminated from housing assistance based on acts of domestic violence, dating violence, sexual assault, or
stalking against them. Despite the name of this law, VAWA protection is available to victims of domestic
violence, dating violence, sexual assault, and stalking, regardless of sex, gender identity, or sexual
orientation.
Use of This Optional Form: If you are seeking VAWA protections from your housing provider, your
housing provider may give you a written request that asks you to submit documentation about the incident
or incidents of domestic violence, dating violence, sexual assault, or stalking.
In response to this request, you or someone on your behalf may complete this optional form and submit it
to your housing provider, or you may submit one of the following types of third-party documentation:

(1) A document signed by you and an employee, agent, or volunteer of a victim service provider, an
attorney, or medical professional, or a mental health professional (collectively, “professional”) from
whom you have sought assistance relating to domestic violence, dating violence, sexual assault, or
stalking, or the effects of abuse. The document must specify, under penalty of perjury, that the
professional believes the incident or incidents of domestic violence, dating violence, sexual assault, or
stalking occurred and meet the definition of “domestic violence,” “dating violence,” “sexual assault,” or
“stalking” in HUD’s regulations at 24 CFR 5.2003.
(2) A record of a Federal, State, tribal, territorial or local law enforcement agency, court, or
administrative agency; or
(3) At the discretion of the housing provider, a statement or other evidence provided by the applicant or
tenant.
Submission of Documentation: The time period to submit documentation is 14 business days from the
date that you receive a written request from your housing provider asking that you provide documentation
of the occurrence of domestic violence, dating violence, sexual assault, or stalking. Your housing
provider may, but is not required to, extend the time period to submit the documentation, if you request an
extension of the time period. If the requested information is not received within 14 business days of when
you received the request for the documentation, or any extension of the date provided by your housing
provider, your housing provider does not need to grant you any of the VAWA protections. Distribution or
issuance of this form does not serve as a written request for certification.

Confidentiality: All information provided to your housing provider concerning the incident(s) of
domestic violence, dating violence, sexual assault, or stalking shall be kept confidential and such details
shall not be entered into any shared database. Employees of your housing provider are not to have access
to these details unless to grant or deny VAWA protections to you, and such employees may not disclose
this information to any other entity or individual, except to the extent that disclosure is: (i) consented to
by you in writing in a time-limited release; (ii) required for use in an eviction proceeding or hearing
regarding termination of assistance; or (iii) otherwise required by applicable law.
Form HUD-5382
(12/2016)

In your own words, briefly describe the incident(s):
2

TO BE COMPLETED BY OR ON BEHALF OF THE VICTIM OF DOMESTIC VIOLENCE,
DATING VIOLENCE, SEXUAL ASSAULT, OR STALKING

1. Date the written request is received by victim:

2. Name of victim:

3. Your name (if different from victim’s):

4. Name(s) of other family member(s) listed on the lease:

5. Residence of victim:

6. Name of the accused perpetrator (if known and can be safely disclosed):

7. Relationship of the accused perpetrator to the victim:

8. Date(s) and times(s) of incident(s) (if known):

10. Location of incident(s):
This is to certify that the information provided on this form is true and correct to the best of my knowledge
and recollection, and that the individual named above in Item 2 is or has been a victim of domestic violence,
dating violence, sexual assault, or stalking. I acknowledge that submission of false information could
jeopardize program eligibility and could be the basis for denial of admission, termination of assistance, or
eviction.
Signature Signed on (Date)

Public Reporting Burden: The public reporting burden for this collection of information is estimated to
average 1 hour per response. This includes the time for collecting, reviewing, and reporting the data. The
information provided is to be used by the housing provider to request certification that the applicant or
tenant is a victim of domestic violence, dating violence, sexual assault, or stalking. The information is
subject to the confidentiality requirements of VAWA. This agency may not collect this information, and
you are not required to complete this form, unless it displays a currently valid Office of Management and
Budget control number.
A POAH Community
Professionally Managed by POAH Communities LLC

Application Appeal Process: Effective 11-9-2009

An applicant can request a hearing regarding the rejection of an application for housing. The Rejected
Application Notice provides a fourteen (14) day period of time to request a hearing. A timely response
requesting a hearing must be in writing and should be addressed to the Property Manager. A hearing will
be scheduled within 7-days with a member of the POAH Communities staff not involved with the rejection
of the application.
The hearing provides the applicant with the opportunity to explain either why they feel management has
made a mistake or to explain extenuating circumstances and a re -evaluation of the proposed rejected
application. The hearing also provides the applicant with the opportunity to voice any concerns they have.

After the hearing, the staff member conducting the hearing will make a recommendation to the Property
Supervisor. The ultimate decision to proceed with the rejection of the application lies with the Property
Supervisor. The Property Supervisor will notify the applicant within 5 -days in writing of the hearing
outcome.
Please send your written request to:

This is an important document. Come to the office for translation services.
Este es un documento importante. Presentese a la oficina para servicio de traduccion.
Это важный документ. Приезжайте в офис за услуги по письменному переводу.
這是一個重要的文件。來到辦公室翻譯服務。
Ovo je važan dokument. Dođite u uredu za usluge prevođenja.
Jest to ważny dokument. Przyjdź do urzędu na usługi tłumaczeniowe.
.ةمجرتلا اتامدخلا اابتكمااىلا االاعتاا.ةماهااةقيثوا ااوهاااذه
Điều này là một tài liệu quan trọng. Hãy đến với các văn phòng cho các dịch vụ dịch thuật.

POAH Communities does not discriminate on the basis of disabled status in the admission or access to, or treatment or
employment in, its federally assisted programs and activities.
The person named below has been designated to coordinate compliance with the nondiscrimination requirements
contained in the Department of Housing and Urban Development's regulations implementing Section 504 (24 CFR Part 8
dated June 2, 1988).

Section 504 Coordinator
POAH Communities, LLC
2 Oliver Street, Suite 500
Boston, MA 02109
Telephone: 877-489-0101 TTY: 7-1-1

A POAH Community
Professionally Managed by POAH Communities LLC

Annual Waiting List Update

Date:
From:

To:

Dear Applicant:

You are currently on the waiting list for an apartment at . We are now in the
process of updating the wait list. Enclosed you will find information regarding our current rents, and
income limits to help determine if you are still eligible for an apartment.
It is requested that you complete all relevant information requested on this form. Please return it to the
address shown above. If we do not receive your updated application within fourteen (14) calendar days
from the date of this letter, your application will be placed in our inactive file and your name will be
removed from the waiting list.
Change of address (complete only if your address is different from the one above) :

What is your approximate total yearly income (include gross income and any income from
assets)?

Number of people in family:

Family Composition: Please complete this section only if there has been a change in family members:

A POAH Community
Professionally Managed by POAH Communities LLC

Are you claiming a “Preference”?
Certain preferences are assigned to applicants in order to provide housing opportunities for households
with special circumstances. See Tenant Selection Plan Exhibit 9 for greater detail.
❑ Displaced by Government Action or Presidentially Declared Disaster.
❑ Victim of Domestic Violence (VAWA).
❑ Working, Elderly, or Disabled.
❑ Other or Local Preference:

Please note, this is only an update of your current status. Additional information may be requested at a
later date.

I hereby certify that the information contained herein is true and correct:

Signature of Applicant Date

If you have a disability you have the right to request a reasonable accommodation in connection with your
application for housing. All information is voluntary and will be treated as confidential.

This is an important document. Come to the office for translation services.
Este es un documento importante. Presentese a la oficina para servicio de traduccion.
Это важный документ. Приезжайте в офис за услуги по письменному переводу.
這是一個重要的文件。來到辦公室翻譯服務。
Ovo je važan dokument. Dođite u uredu za usluge prevođenja.
Jest to ważny dokument. Przyjdź do urzędu na usługi tłumaczeniowe.
.ةمجرتلا اتامدخلا اابتكمااىلا االاعتاا.ةماهااةقيثوا ااوهاااذه
Điều này là một tài liệu quan trọng. Hãy đến với các văn phòng cho các dịch vụ dịch thuật.

POAH Communities does not discriminate on the basis of disabled status in the admission or access to, or treatment or
employment in, its federally assisted programs and activities.

A POAH Community
Professionally Managed by POAH Communities LLC

The person named below has been designated to coordinate compliance with the nondiscrimination requirements
contained in the Department of Housing and Urban Development's regulations implementing Section 504 (24 CFR Part 8
dated June 2, 1988).

Section 504 Coordinator
POAH Communities, LLC
2 Oliver Street, Suite 500
Boston, MA 02109
Telephone: 877-489-0101 TTY: 7-1-1

Exhibit 24

Criminal Screening Guidelines

NATIONAL SEX OFFENDER REGISTRY RECORDS
National Sex Offender Record Found Decline

CRIMINAL RECORDS
Offenses Felony (Years) Misdemeanor
(Years) Patterns of Misdemeanors Return Records
1) Alcohol Related 3 0

N/A
2) Arson 7 0
3) Assault &/or Battery 7 0
4) Bad Checks 2 0
5) Burglary 7 0
6) Crimes Against Animals 7 0
7) Crimes Against Children 10 0
8) Crimes Against Gov't or Gov't Officials 7 0
9) Crimes Involving Computers (Cybercrime) 2 0
10) Destruction/Damage/Vandalism of Property 7 0
11) Disturbance to Peace & Order 3 0
12) Domestic Crimes 7 0
13) Drug 2 2
14) Drug - Sale, Manufacture, Distribution Any 2
15) Embezzlement 2 0
16) Fraud 2 0
17) Gambling 2 0
18) Harassment 7 0
19) Homicide 10 0
20) Kidnapping 10 0
21) Organized Crime/Conspiracy 10 0
22) OUI, OVI, DWI 5 0
23) Petit Theft 5 0
24) Purposefully Obstructs, Impairs or Perverts the
Law 7 0
25) Robbery 7 0
26) Sex Crimes - Other 10 0
27) Sex Crimes Against a Person 10 0
28) Theft/Larceny 7 0
29) Traffic Violations 2 - -
30) Trespassing 3 0
31) Weapons 7 0
32) Incarceration (Due to Conviction) Release Date 0 0 -
33) Any Offense Not Listed 0 0

2016 RentGrow, Inc. dba Yardi Resident Screening. All rights reserved. YARDI RESIDENT SCREENING CONFIDENTIAL

Fair Housing Federal and Washington DC Protected Classes

In Washington DC, it is unlawful for a housing provider to discriminate against a current or prospective
tenant based on:

Federal Protected Classes:
1. Race
2. Color
3. National Origin
4. Religion
5. Sex
6. Familial Status (i.e., children)
7. Disability

Washington DC Protected Classes:
1. Age (18 years of age or older)
2. Family Responsibilities
3. Sexual Orientation
4. Gender Identity or Expression
5. Homeless Status
6. Marital Status
7. Matriculation
8. Personal Appearance
9. Place of Residence or Business
10. Political Affiliation
11. Sealed Eviction Record
12. Source of Income
13. Status as a Victim or an Intrafamily Offense

TSP Exhibit_2022

KH 862303.2
Exhibit 26

RESIDENT SELECTION AND MANAGEMENT GUIDELINES

1. RESIDENT RETURN POLICY
A. Right to Return: Eligible Households
Barry Farms and Wade Road Residents who lived at the property on or after October
12, 2012 (“Eligible Households”), will be offered the opportunity to apply for new
Public Housing Replacement Units at the Development in accordance with these
guidelines. DCHA will determine which households are Eligible Households.
B. Right to Return: Priority and DCHA Screening

The priority for returning eligible households (the “Resident Return Priority”) will
be as follows:

1. Seniority – defined as the number of years that the household lived at
Barry Farms or Wade Road
2. Family Size with a preference for families with children under 12
(a) Number of children under 12
3. A Senior Head of Household
4. Application Completion Date – defined as the date the Household
submits a completed application and all required supplemental documentation
for tenancy at the redeveloped property
5. A Former Barry Farm Head of Household now residing at Matthews
Memorial or Sheridan Station

Resident Return Priority Criteria 2 does not apply to Senior only buildings or units.
Resident Return Priority Criteria 2-4 will only be applied if Eligible Households have the
same level of Seniority. DCHA will be responsible for ensuring that the Resident Return
Priority is applied correctly and fairly.
In addition to applying the Resident Return Priority, DCHA will conduct the screening for
all Eligible Households as follows:
1. The first step will be to notify all eligible former Barry Farm and Wade Road
residents that there will be opportunity to return to a replacement unit (For
Building 1A the notification will indicate that Eligible Households must have all
occupants or the head of the household be 55 and older)

2. DCHA Re-occupancy staff will review responses from eligible former Barry
residents to see if their family composition matches the unit sizes that for
available.
KH 862303.2
3. For an Eligible Household that is either: (i) under a DCHA public housing lease;
or (ii) a DCHA voucher participant, that household shall have a priority right to
admission to the Public Housing Replacement Units only if [a member of
DCHA’s Re-occupancy staff deems] that the resident is in good standing other
the public housing lease or in good standing as a voucher participant.
4. For an Eligible Household that is not either under a public housing lease or a
voucher participant and was not terminated or evicted from either of the
foregoing, that household shall have a priority right to admission to the Public
Housing Replacement Units only if DCHA deems that the resident is compliant
with DCHA’s Admissions and Occupancy Policy or Administrative Plan, as
applicable.
DCHA will also be solely responsible for determining whether an Eligible Household’s
right to return has been satisfied, in accordance with the following principals. An Eligible
Household’s right to return will be satisfied upon move-in to a unit at the Development.
An Eligible Household’s right to return will not be terminated by refusing a unit or units
at the Development, however, that right will be subject to unit availability at the
Development. Eligible Households who reject a redeveloped unit will, however, be
placed lower on the Resident Return Priority by DCHA. If an Eligible Household does
not respond to one or more of DCHA’s notifications of unit availability, DCHA will still
continue to contact that Eligible Household about available units in accordance with the
Resident Return Priority above – that household’s priority will not change. Eligible
Households are eligible to return to Public Housing Replacement Units at the
Development until the final Phase of the Development achieves stabilization, subject to
availability of Public Housing Replacement Units and subject to Resident Return Priority.
DCHA will perform its responsibilities under these Guidelines in accordance with all
applicable laws and regulations, including without limitation the Uniform Relocation
Assistance and Real Property Acquisition Act (“URA”).

C. Initial Lease-Up

DCHA and Developer implement the following lease-up process for each subphase:

1) Developer will notify DCHA of the total number and type of Public Housing
Replacement Units and the anticipated availability date at least 180 days prior
to expected availability for occupancy. Developer and DCHA will at that point
commence regular coordination meetings, as discussed in greater detail below.
2) DCHA will then perform an initial screening of all Eligible Household for
eligibility in accordance with the requirements of the Low-Income Housing Tax
Credit and Tax-Exempt Bond programs. To the extent any Eligible Household
is not eligible under either program, the Eligible Household will be maintained
on the DCHA -maintained site-based waiting list, and will be offered a Public
Housing Replacement Unit in a subsequent phase,
3) DCHA will then notify Eligible Households of the opportunity to apply for
those new units based on Resident Return Priority. For example, this means
KH 862303.2
that once new Public Housing Replacement Units become available at the
Development, DCHA will offer Eligible Households with the highest Seniority
with bedroom size, accessibility features, and/or age requirements that match
the available units the first opportunity to apply for those units.
4) Applications of Eligible Households will be reviewed by DCHA and Developer,
and an effort will be made to minimize the number of times Eligible Households
need to submit information or come to the offices of the property management
company or DCHA. Once applications are reviewed and approved by DCHA
and Developer, those residents will be offered a new unit in the order in which
their completed application was received. The unit will remain available for 90
days for the applicant to accept the unit.
5) All applicants selected for re-entry will be required to participate in a “Resident
Orientation Session” at which time the property management agent will
acquaint new residents with the policies, lease requirements, house rules,
housing and federal regulations, housekeeping and maintenance procedures,
resident’s rights, responsibilities and obligations.
6) DCHA will then be responsible for coordinating the physical relocation of each
Eligible Household into their Public Housing Replacement Unit in accordance
with URA requirements. All invoices related to relocation of the residents shall
be provided to property management agent within 30 days from the residents’
occupancy date.

2. WAITING LIST SELECTION FOLLOWING INITIAL LEASE UP TO ELIGIBLE
HOUSEHOLDS

DCHA will maintain a site-based waiting list for the Public Housing Replacement Units
at the Development. Developer will maintain a site-based waiting list for the non-Public
Housing Replacement Units.
DCHA will perform an initial eligibility review of households on its waiting list to
determine if the household is eligible for tenancy in accordance with DCHA’s screening
requirements. All adult applicants will be subject to certain screening based on DCHA
standards found at 14 DCMR § 6109 for replacement units. Applicants will be placed
on the waiting list by DCHA in chronological order, with Eligible Households having
priority based on Resident Return Priority. Applicants placed on the waiting list will be
contacted by DCHA after DCHA is notified by the management company that a Public
Housing Replacement Unit becomes available. If the applicant on the waiting list is an
Eligible Household, the household will be screened and placed into a new Public
Housing Replacement Unit by DCHA and the Developer as described above. If the
applicant on the waiting list is not an Eligible Household, DCHA will refer applicants to
the management company and the management company will determine whether an
applicant meets the LIHTC/ tax exempt bond (TEB) eligibility requirements.
DCHA will purge the waiting list annually. The entire waiting list or at least the next
fifty applicants will be contacted by DCHA to determine their continued interest in
remaining on the waiting list.
All applicants on the waiting list are required to report, in writing, to DCHA any
KH 862303.2
change of address or telephone numbers. If an applicant cannot be reached by DCHA
due to unreported changes, the applicant will be removed from the waiting list.
3. LEASE ENFORCEMENT

The Management Company and DCHA agree that they will work together in good faith
to avoid unnecessary evictions and other Lease Enforcement Actions involving the Public
Housing Replacement Units. “Lease Enforcement Actions” shall refer to service of
notices to quit or cure, termination of tenant’s leasehold, and any filing of claims against a
tenant in the Superior Court of the District of Columbia. DCHA and the Management
Company agree that the Management Company has the express authority to proceed
with a Lease Enforcement Action in response to a lease violation that materially affects
the health and safety of other residents, involves potential criminal actions, or poses a
substantial threat to the Development (“Material Violation”).

On a monthly basis, the Management Company shall provide a courtesy written report
informing DCHA of any potential lease violations contemplated to result in a potential
Lease Enforcement Action involving Public Housing Replacement Units. Upon request
from DCHA, the Management Company will provide any tenant file associated with such
report.

4. BARRY FARM MANAGEMENT WORKING GROUP

In order to coordinate the relocation, lease-up and lease enforcement activities related to
Public Housing Replacement Units, Developer and DCHA will take the following actions:
1. Beginning 180 days prior to expected completion of a Phase or subphase and
ending once all Public Housing Replacement Units have been leased for the first
time, Developer, Management Company and DCHA will meet on the following
schedule. Meetings will be weekly until lease-up begins, and during lease-up
meetings will be bi-weekly. At those meetings, the parties will collaborate on and
share information concerning pre-leasing and leasing activities for Eligible
Households and Public Housing Replacement Units, such as dissemination and
collection of applications, pre-screening, and establishing priority.
2. Following lease-up, Developer, Management Company and DCHA will continue to
meet monthly or on another schedule to be established by the parties. At those
meetings, the parties will collaborate on and share information concerning lease
violations, enforcement actions, eviction actions, Public Housing Replacement Unit
vacancies, and other agreed-upon topics.
KH 862303.2
5. PRIVACY POLICY

It is the policy of Developer to guard the privacy of individuals conferred by the
Federal Privacy Act of 1974, the Health Insurance Portability & Accountability Act
of 1996 (HIPAA), Enterprise Income Verification (EIV) System and the Violence
Against Women and Justice Department Reauthorization Act of 2005 (VAWA)
to ensure the protection of such individuals' records maintained by DCHA.

Therefore, neither Developer nor its contractors and agents shall disclose any
personal information contained in its records to any person or agency other
than IRS/HUD or Developer’s contractors and agents unless the individual
about whom information is requested shall give written consent to such
disclosure or information is being subpoenaed by a court of law.

This Privacy Policy in no way limits Developer’s ability to collect such
information as it may need to determine eligibility, compute rent, or determine
an applicant's suitability for tenancy. Consistent with the intent of the
Rehabilitation Act of 1973, any information obtained on disability will be treated
in a confidential manner.

In addition, the following language will guide the privacy policy and be provided
to tenants: We are dedicated to protecting the privacy of your personal
information that was used to determine your eligibility for rental assistance
based on Section 42 of the Internal Revenue Code, including Social Security,
other governmental identification numbers and any other required
information. We have adopted a Privacy Policy for Personal Information of
Applicants and Residents to help ensure that your personal information is kept
secure.
DMPED Council Version

Page 1 of 21
DMPED DOT

When Recorded Please Return to:

Adarsh Hathi, Esq.
Assistant General Counsel
Office of the Deputy Mayor for Planning and
Economic Development
1350 Pennsylvania Avenue, NW, Suite C-19
Washington, DC 20004

DISTRICT OF COLUMBIA

DEVELOPMENT LOAN
DEED OF TRUST

THIS DEVELOPMENT LOAN DEED OF TRUST (this "Deed of Trust") is made this
day of _______________, 2025, from Barry Farm Flats I LLC, a District of Columbia limited
liability company or their permitted successors or assigns, the (“Grantor”) to David Fisher, the
Trustee ("Trustee") for the benefit of the DISTRICT OF COLUMBIA, acting by and through
the Office of the Deputy Mayor for Planning and Economic Development, a municipal corporation
("Beneficiary").

WITNESSETH:

WHEREAS, the Grantor has a leasehold interest in certain real property located at
______Rd, SE Washington, DC 20020, in Washington, DC, and specifically identified on Exhibit
A attached hereto and made a part hereof (the “Property”); and

WHEREAS, Grantor is justly indebted to Be neficiary for the principal sum of up to
Twelve Million Five Hundred Thousand and 00/100 Dollars ( $12,500,000.00) (the “Loan”), as
evidenced by that certain Deed of Trust Note, dated this date, in like amount, executed by Grantor
and given to Beneficiary (the “Note”) for any Loan funds disbursed of even, prior or subsequent
date hereto. The Loan shall be advanced pursuant to the terms of the Note and that certain
Development Loan Agreement, dated this date, between Grantor and Beneficiary (the “ Loan
Agreement”). All capitalized terms used herein but not defined shall have the meaning ascribed
to such terms in the Loan Agreement. The proceeds of the Loan are to be advanced by Beneficiary
to Grantor to fund (a) the development of the Property with certain improvements to include
approximately Ninety (90) Affordable Units, (i) Eleven ( 11) of the Affordable Units shall be
reserved for households with an annual household income at or below 30% of MFI, (ii) Thirty -
One ( 31) of the Affordable Units shall be reserved for households with an annual household
income at or below 50% of MFI, (iii) Thirty-Three (33) of the Affordable Units shall be reserved
for households with an annual household income at or below 60% of MFI, and (iv) Fifteen (15) of

Page 2 of 21
DMPED DOT
the Affordable Units shall be reserved for households with an annual household income at or below
80% of MFI, and with a minimum of Forty-Two (42) of those units held as replacement housing
units for rent and occupancy pursuant to a re -entry plan approved by the Beneficiary; and (b)
payment of other Beneficiary-approved costs included as part of the development of the Project as
evidenced by the Note and the Loan Agreement, both of which documents are incorporated herein
by reference and made a part of this Deed of Trust; and

WHEREAS, this Deed of Trust is made to secure to Beneficiary, (a) the repayment of the
indebtedness evidenced by the Note and advanced pursuant to the ter ms of the Loan Agreement,
(b) the payment of all sums, advanced in accordance herewith to protect the security of this Deed
of Trust, and (c) the performance of the covenants and agreements of Grantor contained herein.

NOW, THEREFORE, for and in consideration of the indebtedness of the Note, and the
trust created herein, Grantor irrevocably grants, conveys and assigns to Trustee, in trust, with
power of sale, its rights to the Property described in this Deed of Trust;

TOGETHER WITH all buildings, improvements and tenements of the Grantor now or
hereafter erected on the Property and all heretofore or hereafter vacated alleys and streets abutting
the Property, and all of the Grantor’s title, estate, interests, and rights in the easements, rights,
appurtenances, rents, royalties, mineral, oil and gas rights and profits, water, water rights, and
water stock appurtenant to the Property, and all fixtures, machinery, equipment, mechanical
systems, building materials, appliances and goods of every nature whatsoever now or hereafter
located in, or on, or used, or intended to be used in connection with the Property, including but not
limited to, fire prevention and extinguishing apparatus, security and access control apparatus,
plumbing, bath tubs, water heaters, water closets, sinks, ranges, stoves, refrigerators, freezers,
dishwashers, disposals, washers, dryers, awnings, storm windows, storm doors, screens, blinds,
shades, curtains and rods, mirrors, cabinets, paneling, rugs and attached floor coverings, furniture,
pictures, antennas, and trees and plants, all of which, including replacements and additions thereto,
shall be deemed to be and remain a part of the real property covered by this Deed of Trust, except
in all cases any personal property owned by any tenant of Grantor; and all of the foregoing, together
with the Property described in Exhibit A are referred to herein collectively as the "Property."

Until the indebtedness of the Note shall be paid/satisfied in full, the Grantor covenants and agrees
as follows:

1. CONDITION OF TITLE. Subject to and except with respect to any liens, encumbrances,
easements, restrictions and leases affecting the Property listed in a schedule of exceptions to
coverage in any lender’s title insurance policy acceptable to Beneficiary and insuring Beneficiary's
interest in the Property (the “Permitted Encumbrances”), Grantor is lawfully seized of the estate
hereby conveyed and has the right to grant, convey and assign the Property, the Property is
unencumbered, and Grantor will warrant and defend specially the title to the Property against all
claims and demands.

2. PAYMENT OF PRINCIPAL AND INTEREST. Grantor shall promptly pay when due the
principal of the indebtedness evidenced by the Note, any prepayment and late charges or other
charges and assessments provided in the Note, any applicable interest due under the Note, and all

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other sums secured by this Deed of Trust.

3. PAYMENT OF TAXES AND LIENS. Grantor shall timely pay all taxes, assessments, water
and sewer charges, or other charges levied against or on account of the Property or sums which
are required to be paid by Grantor under the terms of the Note, or this Deed of Trust, including
costs, expenses and reasonable attorney's fees incurred by Trustee hereunder or Beneficiary with
respect to this Deed of Trust, and shall pay when due all claims for work done on or for services
rendered or material furnished to the Property. Grantor may withhold payment of any tax,
assessment, or claim in connection with a good faith dispute over the obligation to pay, so long as
Beneficiary's interest in the Property is not materially adversely affected. If a lien arises or is filed
as a result of non-payment, Grantor shall, at its option, within thirty (30) days after the Grantor has
notice of the filing, secure the discharge of the lien, insure over such lien, file a bond or deposit
with Beneficiary in the form of cash, bond or certificate of deposit, in an amount sufficient to
discharge the lien plus any costs, reasonable attorney's fees, or other charges that could accrue as
the result of a foreclosure or sale under the lien.

4. NO LIENS. Grantor shall not permit any other lien, mortgage, deed of trust, or encumbrance
to be perfected against the Property unless approved in advance in writing by Beneficiary, other
than the Permitted Encumbrances. Grantor shall comply with the covenants and conditions of the
Loan Documents, if any, pertaining to any other lien, mortgage, deed of trust or encumbrance
perfected against the Property.

5. APPLICATION OF PAYMENTS. Unless Applicable Law provides otherwise, all payments
received by Beneficiary under the Note or this Deed of Trust shall be applied in the following
order of priority: (i) to pay any outstanding charges, premiums or fees required to be paid by
Grantor herein, but remaining due and owing, (ii) to pay interest, charges, fees, reimbursements or
penalties allowed herein or in the Note, and (iii) to pay principal due under the Note.

6. HAZARD INSURANCE.

(a) Grantor shall keep the Property insured by carriers at all times satisfactory to Beneficiary
against loss by fire, hazards included within the term "extended coverage," rent loss, and such
other hazards, casualties, liabilities and contingencies as Beneficiary shall reasonably require and
in such amounts and for such periods as Beneficiary shall reasonably require. All premiums on
insurance policies shall be timely paid by the Grantor. All insurance policies and renewals thereof
shall be in a form rea sonably acceptable to Beneficiary and shall include a standard mortgagee
clause in favor of and in a form reasonably acceptable to Beneficiary. Beneficiary shall have the
right to hold the policies, and Grantor shall promptly furnish to Beneficiary all renewal notices
and all receipts of paid premiums. At least thirty (30) days prior to the expiration date of a policy,
the Grantor shall deliver to the Beneficiary a renewal policy in a form reasonably satisfactory to
the Beneficiary. Such policies are clearly described in the Loan Agreement.

(b) In the event of loss, the Grantor shall give immediate written notice to the insurance carrier
and to the Beneficiary. In the event of a loss in which the cost to repair or restore exceeds One
Hundred Thousand Dollars ($100,000.00), Grantor hereby authorizes and empowers Beneficiary
as attorney-in-fact for Grantor to make proof of loss, to adjust and compromi se any claim under

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insurance policies, to appear in and prosecute any action arising from such insurance policies, to
collect and receive insurance proceeds, and to deduct therefrom Beneficiary's expenses incurred
in the collection of such proceeds, including reasonable attorney fees; however, Beneficiary shall
not be required to incur any expense or take any action hereunder. Grantor further authorizes
Beneficiary, (i) in the event Grantor determines to reconstruct or repair the Property, to hold the
balance of such proceeds to be used to reimburse Grantor for the cost of reconstruction or repair
of the Property to its original condition prior to the event of loss , or (ii) in the event Grantor
determines not to reconstruct or repair the Property , to apply the balance of such proceeds to the
payment of the sums secured by this Deed of Trust, whether or not then due.

7. PRESERVATION AND USE OF THE PROPERTY. Grantor (a) shall not permit intentional
waste of the Property, (b) shall not abandon the Property, (c) shall keep the Property in good repair,
(d) shall use any available casualty insurance proceeds to restore or repair the Property promptly
and in a good workmanlike manner, (e) shall comply with all Applicable Laws, permits, licenses
or regulations regarding the use of the Property, and (f) shall not change the Property from the
original use or condition as contemplated by the Loan Agreement.

8. PROTECTION OF BENEFICIARY'S SECURITY. If after notice and the expiration of any
cure period required in Paragraph 14 hereof, Grantor fails to perform the covenants and agreements
contained in this Deed of Trust, or if any action or proceeding is commenced which affects the
Property, or title thereto or the interest of Beneficiary therein, including, but not limited to, eminent
domain, insolvency, code enforcement, or arrangements or proceedings involving a bankrupt or
decedent, then Beneficiary, at its option, may make such appearances as Grantor's attorney-in-fact,
disburse such sums and take such action to protect its interest, including, but not limited to: (i)
disbursement of reasonable attorney's fees, (ii) entry upon the Property to make repairs, and (iii)
procurement of satisfactory insurance as provided herein. Any such amounts disbursed by
Beneficiary shall become additional indebtedness secured by this Deed of Trust and shall bear
Interest from the date of disbursement at the rate provided in the Note and shall be due and payable
on demand; provided however, Beneficiary shall not be required to take any action or bear any
expense hereunder. Notwithstanding the foregoing, in the event , the Grantor places private
mortgage financing on the Property and the Beneficiary has subordinated its lien position, the
Beneficiary shall not undertake any such actions without first providing thirty (30) days advance
written notice to the holder or trustee of such mortgagee.

9. INSPECTIONS. B eneficiary may make or cause to be made reasonable entries upon and
inspection of the Property upon reasonable advance notice to the Grantor.

10. BOOKS AND RECORDS. Grantor shall keep and maintain at all times complete and accurate
books of accounts and records adequate to reflect correctly the results of the operation of the
Property and copies of all written contracts, leases, and other instruments that affect the Property.
Such books, records, contracts, leases, and other instruments shall be subject to examination and
inspection by Beneficiary upon reasonable advance notice to Grantor during normal business
hours.

11. CONDEMNATION. Grantor shall promptly notify Beneficiary of any action or proceeding
relating to any condemnation or other taking, whether direct or indirect, of the Property, or part

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thereof, and Grantor shall appear in and prosecute any such action or proceeding to settle or
compromise any claim in connection therewith. The proceeds of such settlement are hereby
assigned to Beneficiary, who shall apply such proceeds to the restoration or repair of the Property,
but if Beneficiary, in its reasonable discretion, determines that restoration or repair is not feasible,
to the payment of the sums secured by this Deed of Trust, whether or not then due.
Notwithstanding the foregoing, in the event Grantor obtains private mortgage financing on the
Property and Beneficiary has subordinated its lien position, condemnation proceeds will be
assigned to the holder or trustees of such senior mortgagee, who shall determine the disposition in
accordance with an intercreditor agreement entered into by such senior mortgagee and Beneficiary.

12. GRANTOR NOT RELEASED. Beneficiary may do all of the following: ( i) take or release
other or additional security for the Note, (ii) release any guarantor(s) of the Note, (iii) subordinate
or release any portion of the lien of this Deed of Trust, or (iv) consent to the granting of an easement
on the Property, and such action by Beneficiary will not otherwise release the lien of this Deed of
Trust or the obligations of Grantor hereunder.

13. NO WAIVER. Any forbearance by Beneficiary in exercising any right or remedy hereunder
or otherwise afforded by Applicable Law, shall not be a waiver of or preclude the exercise of any
right or remedy. The acceptance by Beneficiary of payment of any sum secured hereby after the
due date shall not be a waiver of Beneficiary's right to either require prompt payment when due of
all other sums so secured or to declare a default for failure to make prompt payment. The
procurement of insurance or the payme nt of taxes or other liens or charges by Beneficiary shall
not be a waiver of Beneficiary's right to accelerate the maturity of the indebtedness secured by this
Deed of Trust, nor shall Beneficiary's receipt of any awards, proceeds or damages operate to cure
or waive Grantor's default in payment of sums secured by this Deed of Trust.

14. DEFAULT; REMEDIES.

(a) Upon Grantor's breach of any covenant or agreement in this Deed of Trust, Beneficiary may,
at its option, after written notice to Grantor and the failure of Grantor to cure such breach within
the period provided herein (an “Event of Default”), declare all of the sums secured hereby to be
immediately due and payable without further demand, and may invoke the power of sale and any
other remedies permitted by Applicable Law or provided herein. Grantor shall have the right to
written notice from Beneficiary of the material breach of any covenant or agreement in this Deed
of Trust and Grantor shall have thirty (30) days from the date of receiving such notice , or such
longer period of time as may be afforded under the Loan Agreement , to cure such default . The
Investor Member shall have the right, but not the obligation, to cure defaults hereunder in the same
manner as the Grantor.

(b) If Beneficiary invokes the power of sale, Beneficiary shall send in the manner prescribed by
Applicable Law written notice of the occurrence of an E vent of D efault and of Beneficiary's
election to cause the Property to be sold. Trustee shall give notice of sale by such public
advertisement, as Trustee shall deem proper to protect the interests of Beneficiary and Grantor.
After the lapse of such time as may be required by law, the Trustee may sell the Property at the
time and place and under the terms designated in the notice of sale in one or more parcels and in
such order as the Trustee may determine. The trustee may postpone the sale of all or any parcel

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of the Property by public announcement at the time and place of any previously scheduled sale.
Beneficiary may purchase the Property at sale.

(c) The trustee shall deliver to the purchaser at the sale a Trustee's deed conveying the Property so
sold without any covenant or warranty, expressed or implied. The recitals in the Trustee's deed
shall be prima facie evidence of the truth of the statements made therein. The trustee shall apply
the proceeds of the sale in the following order: (i) to all costs and expenses of the sale, including,
but not limited to, Trustee's reasonable expenses, reasonable attorney's fees and costs of title
evidence; (ii ) to all sums secured by this Deed of Trust in such order as Beneficiary, in
Beneficiary's sole discretion, directs; and (iii) the excess, if any, to the person or persons legally
entitled thereto.

(d) Grantor understands and agrees that a default or breach under this Deed of Trust shall include
a material failure by the Grantor, its successors, heirs, and assigns to comply with terms and
conditions of the Loan Agreement and the other Loan Documents.

15. REMEDIES CUMULATIVE. Each remedy provided in this Deed of Trust is distinct and
cumulative to all other rights or remedies under this Deed of Trust or afforded by law or equity,
and may be exercised concurrently, independently, or successively, in any order whatsoever.

16. ACCELERATION IN CASE OF GRANTOR'S INSOLVENCY. If Grantor shall voluntarily
file for bankruptcy protection, become insolvent, be the subject of the voluntary appointment of a
trustee or receiver, or if the Property shall become subject to the jurisdiction of a bankruptcy court,
or if Grantor shall make an assignment for the benefit of Grantor's creditors, or if there is an
attachment, execution or other judicial seizure of any portion of Grantor's assets and such seizure
is not discharged within thirty (30) days thereof, or if an order, judgment or decree of involuntary
bankruptcy is properly filed against Grantor and is not stayed and continues in effect for ninety
(90) days from the date filed, then Beneficiary may, at its option, declare all of the sums secured
by this Deed of Trust to be immediately due and payable without prior notice to Grantor, and
Beneficiary may invoke any remedies permitted herein. Any reasonable attorney's fees to outside
counsel and other expenses incurred by Beneficiary in connection with any of the aforesaid events
shall be additional indebtedness of Grantor secured by this Deed of Trust provided the Beneficiary
prevails in such enforcement or other action.

17. TRANSFERS OF THE PROPERTY. Except as provided in the Loan Agreement , (i) upon
the sale, refinance, or transfer of all or any part of the Property, except a sale, refinance or transfer
consummated in connection with the exiting of Borrower’s limited partner after the ending of the
LIHTC compliance period or a refinancing of an Additional Funding Source that does not result
in a cash distribution to Borrower; or (ii), upon the transfer of the Property by Borrower to another
entity that is not approved by Lender in Lender’s sole and absolute discretion, Beneficiary may, at
its option, declare all of the sums secured by this Deed of Trust to be immediately due and payable,
and Beneficiary may invoke any remedies permitted herein or by law. Notwithstanding the
foregoing, the Lender's consent shall not be required with respect to any transfer related to (i) the
interests of Investor Member in Borrower, and any ownership interests in Investor Member (ii)
withdrawal, removal and/or replacement of Managing Member as a result of a default by Managing
Member in a ccordance with Borrower's operating agreement, provided that Lender shall be

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provided with advance notice of such transfers.

18. UNLISTED OR UNDISCLOSED PARTIES. Any party not listed or disclosed to the
Beneficiary on the date of execution of this Deed of Trust, which is assigned or acquires an interest
in the Grantor shall not be an entity or individual prevented from doing business with the
Beneficiary or listed as a debarred contractor in doing business with the District of Columbia.

19. WAIVER OF STATUTE OF LIMITATIONS. Grantor hereby waives the right to assert any
statute of limitations as a bar to the enforcement of the lien of this Deed of Trust or to any action
brought to enforce the Note or any other obligation secured by this Deed of Trust.

20. WAIVER OF MARSHALING. Notwithstanding the exercise of any other security interests
in the Property held by Beneficiary or by any other party, Beneficiary shall have the right to
determine the order in which any or all of the Property shall be subjected to the remedies provided
herein. Beneficiary shall have the right to determine the order in which any or all portions of the
indebtedness secured hereby are satisfied from the proceeds realized upon the exercise of the
remedies provided herein. Grantor, any party who consents to this Deed of Trust and any party
who now or hereafter acquires a security interest in the Property and who has actual or constructive
notice hereof hereby waives any and all right to require the marshaling of assets in connection with
the exercise of any of the remedies provided herein.

21. LEASES OF THE PROPERTY. Grantor shall comply with and observe Grantor's obligations
as landlord under all leases of the Property or any part thereof. Grantor, at Beneficiary's request,
shall furnish Beneficiary with executed copies of all leases now existing or hereafter made of all
or any part of the Property, and all leases now or hereafter entered into will be in form and
substance subject to the approval of Beneficiary , such approval not to be unreasonably withheld,
provided that Beneficiary’s pr ior approval shall not be required for any residential lease using a
lease form previously approved by Beneficiary without substantial deviation. Grantor’s form of
lease shall include the following provisions: Any tenant of the Property attorns to Beneficiary,
such attornment to be effective upon Beneficiary's acquisition of title to the Property; that the
tenant agrees to execute such further evidences of attornment as Beneficiary may from time to
time request; and that the attornment of the tenant shall not be terminated by foreclosure. Grantor
shall not, without Beneficiary's written consent, which shall not be unreasonably withheld, (i)
execute, modify, surrender or terminate, either orally or in writing, any lease now existing or
hereafter made of all or any part of the Property providing for a term of five (5) years or more, (ii)
permit an assignment or sublease of such a lease without Beneficiary's written consent, or (iii)
request or consent to the subordination of any lease of all or any part of the Property to any liens
subordinate to this Deed of Trust. If Grantor becomes aware that any tenant proposes to do, or is
doing, any act or thing which may give rise to any right of set-off against rent, Grantor shall (i)
take such steps as shall be reasonably calculated to prevent the accrual of any right to a set -off
against rent, (ii) notify Beneficiary thereof and of the amount of said set -offs, and (iii) within ten
(10) days after such accrual, reimburse the tenant who shall have acquired such right to set-off or
take such other steps as shall effectively discharge such set -off and as shall assure that rents
thereafter due shall continue to be payable without set-off or deduction.

22. ASSIGNMENT OF LEASES, SALES CONTRACTS AND RENTS.

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(a) Upon an Event of Default, Grantor hereby absolutely and unconditionally assigns and transfers
to Beneficiary all the sales contracts, contract deposits, rents and revenues of the Property,
including those now due, part due, or to become due by virtue of any lease or other agreement for
the occupancy or use of all or any part of the Property, regardless of to whom the rents and revenues
of the Property are payable. Upon an Event of Default, Grantor hereby authorizes Beneficiary to
assume its rights under all sales contracts and to hold all sales deposits and to collect such rents
and revenues and hereby directs each tenant of the Property to pay such rents to Beneficiary, it
being intended by Grantor that this assignment of contracts and rents constitutes an absolute
assignment and not an assignment for additional security only. Each month, provided that no Event
of Default shall have occurred and be continuing, the Grantor may retain or use such contracts,
deposits, rents and revenues which are collected that month. Upon an Event of Default and
delivery of written notice by Beneficiary to Grantor that Beneficiary intends to exercise its rights
to receive all contracts for and rents from the Property as a result of the breach by Grantor of any
covenant or agreement in this Deed of Trust, and without the necessity of Beneficiary entering
upon and taking and maintaining full control of the Property in person or by agent or court-
appointed receiver, and until such Event of Default has been cured to the satisfaction of Beneficiary
in sole and absolute discretion, Beneficiary shall immediately be entitled to possession of all
contracts and contract deposits, rents and revenues of the Property as the same shall become due
and payable, including but not limited to contract deposits and rents then due and unpaid, and all
such deposits and rents shall immediately upon delivery of such notice be held by Grantor as
trustee for the benefit of Beneficiary only. Grantor agrees that commencing upon an Event of
Default and delivery of such written notice, and until such Event of Default has been cured to the
satisfaction of Beneficiary in sole and absolute discretion, each contract purchaser or tenant of the
Property shall pay such contract deposits or rents to Beneficiary upon written demand to each
contract purchaser or tenant therefor, delivered to each contract purchaser or tenant personally or
by mail, without any liability on the part of the said tenant to inquire further as to the existence of
a default by Grantor. For purposes of this Deed of Trust, the term rent and revenue shall include
all carrying charges, security deposits and assessments paid to Grantor.

(b) Grantor hereby covenants that it has not performed, and will not perform any acts or has not
executed, and will not execute, any instrument, other than the Permitted Encumbrances, which
would prevent Beneficiary from exercising its rights hereunder and that at the time of execution
of this Deed of Trust there has been no anticipation or prepayment of any of the rents of the
Property for more than two months prior to the due dates of such rents. Grantor covenants that it
will not hereafter accept payment of any rents of the Property more than two (2) months prior to
the due dates of such rents. Grantor covenants that it will execute and deliver to Beneficiary such
further assignment of sales contracts, contract deposits, rents, and revenues of the Property to
effectuate the assignment contemplated hereby as Beneficiary may from time to time reasonably
request.

(c) Upon Grantor's Event of Default and until such Event of Default has been cured to the
satisfaction of Beneficiary in sole and absolute discretion, Beneficiary may enter upon and take
and maintain full control of the Property in order to perform all acts necessary and appropriate for
the operation and maintenance thereof including, but not limited to, the execution, cancellation or
modification of leases, the collection of all rents and revenues of the Property, the closing of sales

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contracts, the making of repairs to the Property and the execution or termination of contracts
providing for the management or maintenance of the Property, all on such terms as are deemed to
best protect the security of this Deed of Trust. In the event Beneficiary elects to appoint a receiver
for the Property upon Grantor's Event of D efault hereunder, Grantor expressly consents to such
appointment, and Beneficiary or receiver shall be entitled to receive a reasonable fee for the
management of the Property.

(d) All sales proceeds, rents and revenues collected subsequent to delivery of written notice by
Beneficiary to Grantor of Grantor's Event of Default hereunder, shall be applied first to costs of
taking control of and managing the Property and collecting the rents, including but not limited to,
reasonable attorney's fees, receiver's fees, premiums on receiver's bonds, costs of repairs to the
Property, premiums on insurance policies, taxes, assessments and other charges on or related to
the Property, and second to the indebtedness secured by this Deed of Trust. Upon an Event of
Default, Beneficiary shall have access to the books and records used in the operation and
maintenance of the Property and shall be liable to account only for those rents actually received.
Beneficiary shall not be liable to Grantor or anyone claiming through Grantor, or otherwise having
an interest in the Property, by reason of anything done or left undone by Beneficiary hereunder.

(e) If the sales proceeds and rents of the Property are not sufficient to meet the costs of taking
control of and managing the Property, closing the sales, and collecting the rent, any funds expended
by Beneficiary for such purposes shall become indebtedness of Grantor and shall be secured by
this Deed of Trust. Such amounts shall be payable upon written demand and shall bear interest
from the date of disbursement at the same rate as in the Note.

(f) Any entering upon and taking and maintaining control of the Property by Beneficiary and any
application of rents or sales proceeds as provided herein shall not cure or waive any default
hereunder or invalidate any other right or remedy of Beneficiary under Applicable Law or provided
herein. This assignment of sales proceeds and rents of the Property shall terminate at such time as
the amount due under this Deed of Trust has been paid in full.

23. UNIFORM COMMERCIAL CODE SECURITY AGREEMENT. This Deed of Trust is
intended to be a security agreement pursuant to the Uniform Commercial Code for any of the items
specified above as part of the Property which, under Applicable Law, may be subject to a security
interest pursuant to the Uniform Commercial Code, and Grantor hereby grants Beneficiary a
security interest in said items. Grantor agrees that Beneficiary may file this Deed of Trust, or a
reproduction thereof, in the real estate records or other appropriate index, as a Financing Statement
for any of the items specified above as part of the Property. Any reproduction of this Deed of
Trust or of any other security agreement or financing statement shall be sufficient as a financing
statement. In addition, Grantor agrees to execute and deliver to Beneficiary, upon Beneficiary's
request, any financing statements, as well as extensions, renewals, and amendments thereof, and
reproductions of this Deed of Trust in such form as Beneficiary, may require to perfect a security
interest with respect to said items. Grantor shall pay all costs of filing such financing statements
as Beneficiary may reasonably require. Grantor shall not create or suffer to be created pursuant to
the Uniform Commercial Code any other security interest in said items, including replacements
and additions thereto, except in connection with the permitted exceptions. In addition to any other
rights and remedies granted herein, upon Grantor's Event of Default hereunder, Beneficiary shall

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have the remedies of a secured party under the Uniform Commercial Code.

24. NOTICE. Except for any notice required under Applicable Law to be given in another manner,
all notices required under this Deed of Trust shall be in writing and shall be deemed to have been
given and received, three (3) Business Days after having been sent to the appropriate party at the
address listed below, by regular and certified mail, or one (1) Business Day after having been sent
by messenger or overnight delivery service. The below addresses may be changed by written notice
sent by regular mail or overnight delivery service to the appropriate party.

NOTICE TO GRANTOR:

Barry Farm Flats I LLC
c/o Preservation of Affordable Housing, Inc.
2 Oliver Street, Suite 500
Boston, MA 02109
Attn: Rodger Brown
Email: assetmanager@poah.org

With copy to:

Klein Hornig LLP
1325 G Street NW, Suite 770
Washington, DC 20005
Attn: Aaron O’Toole
email: aotoole@kleinhornig.com

NOTICE TO BENEFICIARY:

Office of the Deputy Mayor for Planning and Economic Development
John A. Wilson Building
1350 Pennsylvania Avenue NW
Suite 317
Washington DC 20004
ATTN: Development Manager, Barry Farm

With copy to:

General Counsel’s Office of
the Deputy Mayor for Planning and Economic Development
John A. Wilson Building
1350 Pennsylvania Avenue NW
Suite 317

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Washington, DC 20004
ATTN: General Counsel

25. SUCCESSORS AND ASSIGNS; AGENTS; CAPTIONS. The covenants and agreements
herein shall bind, and the rights hereunder shall inure to, the respective permitted successors and
assigns of Grantor and Beneficiary. In exercising the rights hereunder or taking any actions
provided for herein, Beneficiary may act through its employees, agents or independent contractors
as authorized by Beneficiary. The captions and hea dings herein are for convenience only and are
not to be used to interpret or define the provisions hereof.

26. GOVERNING LAW; SEVERABILITY. This Deed of Trust shall be governed by the laws
of the District of Columbia. In the event that any provision of this Deed of Trust or the Note shall
be held to be invalid, such invalidity shall not affect any other provis ion of this Deed of Trust or
Note and all provisions shall be deemed to be severable. In the event that any Applicable Law
limiting the amount of interest or other charges permitted to be collected by Beneficiary is
interpreted so that any charge provided for in this Deed of Trust or in the Note, whether considered
separately or together with other charges levied in connection with this Deed of Trust and the Note,
violates such law, and Grantor is entitled to the benefit of such law, such charge is hereby reduced
to the extent necessary to eliminate such violation. The amounts, if any, previously paid to
Beneficiary in excess of the amounts payable to Beneficiary pursuant to such charges as reduced
shall be applied by Beneficiary to reduce the principal of the indebtedness evidenced by the Note.
For the purpose of determining whether any A pplicable Law limiting the amount of interest or
other charges permitted to be collected from Grantor has been violated, all indebtedness which is
secured by this Deed of Trust or evidenced by the Note and which constitutes interest, as well as
all other charges levi ed in connection with such indebtedness which constitute interest, shall be
deemed to be allocated and spread over the stated term of the Note. Unless otherwi se required by
Applicable Law, such allocation and spreading shall be effected in such a manner that the rate of
interest computed thereby is uniform throughout the stated term of the Note.

27. RELEASE. Upon payment of all sums secured by this Deed of Trust, Beneficiary shall instruct
Trustee to release this Deed of Trust.

28. SUBSTITUTE TRUSTEE. Beneficiary may from time to time remove Trustee and appoint a
successor trustee to any Trustee appointed hereunder by recording a Deed of Appointment.
Without conveyance of the Property, the successor trustee shall succeed to all the title, power and
duties conferred upon the Trustee herein and by Applicable Law.

29. INCORPORATION BY REFERENCE. The Loan Agreement and all other Loan Documents
are hereby incorporated by reference and are made a part of this Deed of Trust. In the event of
any conflict between the terms of this Deed of Trust and any other Loan Document, the terms of
the Note shall control, then this Deed of Trust.

30. I NCORPORATION OF THE WHEREAS CLAUSES. The above “Whereas” clauses are
incorporated in this Deed of Trust and made a part of this Deed of Trust, and any violation or
misrepresentation by Grantor shall constitute a default under this Deed of Trust.

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31. HUD Rider. This Deed of Trust incorporates the HUD-required Rider attached hereto as
Exhibit B.

(Signature Page Follows on Next Page and Remainder of Page Left Blank)

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[DEVELOPMENT LOAN DEED OF TRUST SIGNATURE PAGE]

IN WITNESS WHEREOF, Grantor, through Grantor's duly authorized representatives ,
has executed this Deed of Trust as of the day and year first above written.

GRANTOR:

BARRY FARM FLATS I LLC,
a District of Columbia limited liability company

By: BARRY FARM FLATS I MANAGER LLC,
a District of Columbia limited liability company,
its Managing Member

By: PRESERVATION OF AFFORDABLE HOUSING, INC.,
an Illinois not-for-profit corporation,
its Manager

By:
Name: Aaron Gornstein
Its: President and CEO

BORROWER NOTARY BLOCK:

COMMONWEALTH OF MASSACHUSETTS
COUNTY OF __________________________, SS:
On this _________ day of ______ , 20__ , before me, the undersigned notary public, personally
appeared Aaron Gornstein, the President and CEO of Preservation of Affordable Housing, Inc., an
Illinois not-for-profit corporation, the manager of Barry Farm F lats I Manager LLC, a District of
Columbia limited liability company, the managing member of Barry Farm Flats I LLC, a District
of Columbia limited liability company, proved to me through satisfactory evidence of
identification, which were __________________________ , to be the person whose name is
signed on the preceding or attached document, and acknowledged to me that (he) (she) signed it
voluntarily for its stated purpose.
WITNESS my hand and official seal.
________________________________
Notary Public

My Commission expires: _____________(SEAL)

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Exhibit A
Property Description

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot
numbered 288, in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same
is set forth on that certain Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page
106 among the Records of the Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of
Sumner Road, S.E. (60’ Record width), and the eastern 50-foot right-of-way line of Firth Stirling
Road SE (50- Record Width) and thence running along and binding with the said southern right -
of-way line of Sumner Road, SE the following course and distance,
i. South 51° 30’ 10” East, a distance of 248.31 feet to a point, thence leaving the
aforementioned right-of-way line the following course and distance
ii. North 38° 29’ 50” East, a distance of 79.96 feet to THE TRUE POINT OF BEGINNING;
thence running along the outline of proposed Lot C (1006) the following four (4) courses
and distances
1. South 51°30'10" East, a distance of 38.00 feet, to a point, thence;
2. South 38°29'50" West, a distance of 132.83 feet, to a point, thence;
3. North 51°30'10" West, a distance of 38.00 feet, to a point, thence;
4. North 38°29'50" East, a distance of 132.83 feet, to the POINT OF BEGINNING, having
an area of 5,048 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor
of the District of Columbia for assessment and taxation purposes as Lot 1006 in Square 5865.

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot
numbered 288, in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same
is set forth on that certain Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page
106 among the Records of the Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of
Sumner Road, S.E. (60’ Record width), and the eastern 50-foot right-of-way line of Firth Stirling
Road SE (50- Record Width) and thence running along and binding with the said southern right -
of-way line of Sumner Road, SE the following course and distance,
i. South 51° 30’ 10” East, a distance of 248.31 feet to a point, thence leaving the
aforementioned right-of-way line the following course and distance
ii. North 38° 29’ 50” East, a distance of 212.79 feet to THE TRUE POINT OF BEGINNING;
thence running along the outline of proposed Lot D (1007) the following six (6) courses and
distances

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1. South 51°30'10" East, a distance of 38.00 feet, to a point, thence;
2. South 38°29'50" West, a distance of 132.83 feet, to a point, thence;
3. North 51°30'10" West, a distance of 6.49 feet, to a point, thence;
4. North 26°10'25" West, a distance of 41.46 feet, to a point, thence;
5. North 63°49'50" East, a distance of 13.94 feet, to a point, thence;
6. North 38°29'50" East, a distance of 102.49 feet, to the POINT OF BEGINNING, having
an area of 4,859 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor
of the District of Columbia for assessment and taxation purposes as Lot 1007 in Square 5865.

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot
numbered 288, in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same
is set forth on that certain Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page
106 among the Records of the Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of
Sumner Road, S.E. (60’ Record width), and the eastern 50-foot right-of-way line of Firth Stirling
Road SE (50- Record Width) and thence running along and binding with the said southern right -
of-way line of Sumner Road, SE the following course and distance,
i. South 51° 30’ 10” East, a distance of 248.31 feet to a point, thence leaving the
aforementioned right-of-way line the following course and distance
ii. South 38° 29’ 50” East, a distance of 10.00 feet to THE TRUE POINT OF BEGINNING;
thence running along the outline of proposed Lot E (1008) the following six (6) courses and
distances
1. South 51°30'10" East, a distance of 140.47 feet, to a point, thence;
2. South 38°29'50" West, a distance of 55.95 feet, to a point, thence;
3. North 51°30'27" West, a distance of 64.47 feet, to a point, thence;
4. North 38°29'50" East, a distance of 14.00 feet, to a point, thence;
5. North 51°30'10" West, a distance of 76.00 feet, to a point, thence;
6. North 38°29'50" East, a distance of 41.96 feet, to the POINT OF BEGINNING, having
an area of 6,802 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor
of the District of Columbia for assessment and taxation purposes as Lot 1008 in Square 5865.

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot
numbered 288, in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same
is set forth on that certain Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page
106 among the Records of the Office of the Surveyor of the District of Columbia.

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COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of
Sumner Road, S.E. (60’ Record width), and the eastern 50-foot right-of-way line of Firth Stirling
Road SE (50- Record Width) and thence running along and binding with the said southern right -
of-way line of Sumner Road, SE the following course and distance,
i. South 51° 30’ 10” East, a distance of 388.78 feet to a point, thence leaving the
aforementioned right-of-way line the following course and distance
ii. South 38° 29’ 50” East, a distance of 65.95 feet to THE TRUE POINT OF BEGINNING;
thence running along the outline of proposed Lot F (1009) the following six (6) courses and
distances
1. South 38°29'50" West, a distance of 146.84 feet, to a point, thence;
2. North 51°30'10" West, a distance of 74.47 feet, to a point, thence;
3. North 38°29'50" East, a distance of 132.83 feet, to a point, thence;
4. South 51°30'10" East, a distance of 10.00 feet, to a point, thence;
5. North 38°29'50" East, a distance of 14.00 feet, to a point, thence;
6. South 51°30'27" East, a distance of 64.47 feet, to the POINT OF BEGINNING , having
an area of 10,794 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor
of the District of Columbia for assessment and taxation purposes as Lot 1009 in Square 5865.

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot
numbered 288, in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same
is set forth on that certain Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page
106 among the Records of the Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of
Sumner Road, S.E. (60’ Record width), and the eastern 50-foot right-of-way line of Firth Stirling
Road SE (50- Record Width) and thence running along and binding with the said southern right -
of-way line of Sumner Road, SE the following course and distance,
i. South 51° 30’ 10” East, a distance of 388.78 feet to a point, thence leaving the
aforementioned right-of-way line the following course and distance
ii. South 38° 29’ 50” East, a distance of 212.79 feet to THE TRUE POINT OF BEGINNING;
thence running along the outline of proposed Lot G (1010) the following six (6) courses and
distances
1. South 38°29'50" West, a distance of 146.84 feet, to a point, thence;
2. North 51°30'27" West, a distance of 56.47 feet, to a point, thence;
3. North 38°29'50" East, a distance of 14.00 feet, to a point, thence;
4. North 51°30'10" West, a distance of 18.00 feet, to a point, thence;
5. North 38°29'50" East, a distance of 132.83 feet, to a point, thence;
6. South 51°30'10" East, a distance of 74.47 feet, to the POINT OF BEGINNING , having
an area of 10,682 square feet, more or less

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NOTE: At the date hereof the above described land is designated on the Records of the Assessor
of the District of Columbia for assessment and taxation purposes as Lot 1010 in Square 5865.

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot
numbered 288, in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same
is set forth on that certain Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page
106 among the Records of the Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right -of-way line of
Sumner Road, S.E. (60’ Record width), and the eastern 50-foot right-of-way line of Firth Stirling
Road SE (50- Record Width) and thence running along and binding with the said southern right -
of-way line of Sumner Road, SE the following course and distance,
i. South 51° 30’ 10” East, a distance of 388.78 feet to a point, thence leaving the
aforementioned right-of-way line the following course and distance
ii. South 38° 29’ 50” East, a distance of 359.61 feet to THE TRUE POINT OF BEGINNING;
thence running along the outline of proposed Lot H (1011) the following eight (8) courses
and distances
1. South 38°29'50" West, a distance of 52.00 feet, to a point, thence;
2. North 51°30'10" West, a distance of 123.79 feet, to a point, thence;
3. North 26°10'10" West, a distance of 56.30 feet, to a point, thence;
4. North 63°49'50" East, a distance of 38.00 feet, to a point, thence;
5. South 26°10'10" East, a distance of 47.76 feet, to a point, thence;
6. South 51°30'10" East, a distance of 58.78 feet, to a point, thence;
7. North 38°29'50" East, a distance of 14.00 feet, to a point, thence;
8. South 51°30'27" East, a distance of 56.47 feet, to the POINT OF BEGINNING , having
an area of 7,309 square feet, more or less
NOTE: At the date hereof the above described land is designated on the Records of the Assessor
of the District of Columbia for assessment and taxation purposes as Lot 1011 in Square 5865.

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot
numbered 288, in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same
is set forth on that certain Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page
106 among the Records of the Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of
Sumner Road, S.E. (60’ Record width), and the eastern 50-foot right-of-way line of Firth Stirling
Road SE (50- Record Width) and thence running along and binding with the said southern right -
of-way line of Sumner Road, SE the following course and distance,

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i. South 51° 30’ 10” East, a distance of 464.78 feet to a point, thence leaving the
aforementioned right-of-way line the following course and distance
ii. South 38° 29’ 50” East, a distance of 10.00 feet to THE TRUE POINT OF BEGINNING;
thence running along the outline of proposed Lot I (1012) the following six (6) courses and
distances
1. South 51°30'10" East, a distance of 116.00 feet, to a point, thence;
2. South 38°29'50" West, a distance of 41.95 feet, to a point, thence;
3. North 51°30'10" West, a distance of 96.00 feet, to a point, thence;
4. South 38°29'50" West, a distance of 28.00 feet, to a point, thence;
5. North 51°30'10" West, a distance of 20.00 feet, to a point, thence;
6. North 38°29'50" East, a distance of 69.95 feet, to the POINT OF BEGINNING , having
an area of 5,432 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor
of the District of Columbia for assessment and taxation purposes as Lot 1012 in Square 5865.

AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot
numbered 288, in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same
is set forth on that certain Plat of Subdivision dated July 23, 2024 in Subdivision Book 222 at Page
106 among the Records of the Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of
Sumner Road, S.E. (60’ Record width), and the eastern 50-foot right-of-way line of Firth Stirling
Road SE (50- Record Width) and thence running along and binding with the said southern right -
of-way line of Sumner Road, SE the following course and distance,
i. South 51° 30’ 10” East, a distance of 464.78 feet to a point, thence leaving the
aforementioned right-of-way line the following course and distance
ii. South 38° 29’ 50” East, a distance of 345.62 feet to THE TRUE POINT OF BEGINNING;
thence running along the outline of proposed Lot J (1013) the following four (4) courses
and distances
1. South 51°30'10" East, a distance of 20.00 feet, to a point, thence;
2. South 38°29'50" East, a distance of 28.00 feet, to a point, thence;
3. South 51°30'10" East, a distance of 96.00 feet, to a point, thence;
4. South 38°29'50" East, a distance of 38.01 feet, to a point, thence;
5. North 51°30'10" West, a distance of 116.00 feet, to a point, thence;
6. North 38°29'50" West, a distance of 66.01 feet, to the POINT OF BEGINNING, having
an area of 4,968 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor
of the District of Columbia for assessment and taxation purposes as Lot 1013 in Square 5865.

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AND

All of that certain tract or parcel of land situate in the District of Columbia being Record Lot
numbered 280, in Square numbered Five Thousand Eight Hundred Sixty Five (5865) as the same
is set forth on that certain Plat of Subdivision dated March 9, 1942 in Subdivision Book 117 at
Page 32 among the Records of the Office of the Surveyor of the District of Columbia.
COMMENCING AT A POINT at the intersection of the south 60 -foot right-of-way line of
Sumner Road, S.E. (60’ Record width), and the eastern 50-foot right-of-way line of Firth Stirling
Road SE (50- Record Width) and thence running along and binding with the said southern right -
of-way line of Sumner Road, SE the following course and distance,
i. South 51° 30’ 10” East, a distance of 646.78 feet to a point, thence leaving the
aforementioned right-of-way line the following two courses and distances
ii. South 38° 29’ 50” East, a distance of 110.24 feet to a point, thence;
iii. South 51° 30’ 10” East, a distance of 90.75 to THE TRUE POINT OF BEGINNING ;
thence running along the outline of proposed Lot K (1014) the following four (4) courses
and distances
1. North 38°29'50" East, a distance of 100.24 feet, to a point, thence;
2. South 51°30'10" East, a distance of 90.78 feet, to a point, thence;
3. South 38°21'52" West, a distance of 100.24 feet, to a point, thence;
4. North 51°30'10" West, a distance of 91.01 feet, to the POINT OF BEGINNING, having
an area of 9,112 square feet, more or less

NOTE: At the date hereof the above described land is designated on the Records of the Assessor
of the District of Columbia for assessment and taxation purposes as Lot 1014 in Square 5865.

Exhibit B

HUD PROVISIONS RIDER

Modifying DMPED Loan Documents

(Barry Farm Building 1A– District of Columbia)

This Rider is attached to and made a part of the DMPED Development Loan Deed of Trust
(“DMPED Mortgage”) and hereby modifies that document in addition to the Loan Documents as
defined in the DMPED Development Loan Agreement (collectively, the DMPED Mortgage and
Loan Documents are referred to herein as “DMPED Loan Documents”) by and between Barry
Farm Flats, LLC (“Mortgagor”) and the District of Columbia, acting by and through the Office of
the Deputy Mayor for Planning and Economic Development (“Lender”).

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1. Inconsistent Provisions. If the provisions of this Rider are inconsistent with the
provisions of the DMPED Loan Documents, the provisions of this Rider shall be
controlling.
2. Defined Terms. Capitalized terms not defined herein are as defined in the DMPED
Loan Documents.
3. Regulatory and Operating Agreement – Public Housing Units. The parties hereto
acknowledge that forty-two (42) of the dwelling units (the “Public Housing Units”) to
be developed on the land shall be subject to that certain Regulatory and Operating
Agreement between the District of Columbia Housing Authority (“Authority”) and
Mortgagor of approximately even date herewith (the “ Regulatory and Operating
Agreement”) and shall be operated as public housing units in accordance therewith
(“Public Housing Units”). Mortgagor shall be required to comply with the Applicable
Public Housing Requirements (as defined in the Regulatory and Operating Agreement)
as they relate to the Public Housing Units, including any restrictions that may be more
restrictive than those herein.
4. HUD Regulatory Documents. The Lender acknowledges that the HUD Declaration
of Trust and Restrictive Covenants and Regulatory and Operating Agreement
(collectively, the “HUD Regulatory Documents”) will be recorded prior to any of the
recordable DMPED Loan Documents and the Mortgagor will be required to comply
with the terms and conditions of the HUD Regulatory Documents, including any
restrictions that may be more restrictive than those herein.
5. Subordination to HUD Regulatory Documents. The lien on the land pursuant to the
DMPED Mortgage is subordinate and subject to the HUD Regulatory Documents.
6. Permitted Encumbrances. Lender hereby acknowledges that it has no objection to
the permitted encumbrances as set forth in Schedule B of the title insurance policy
delivered to the Lender at the time of recording of the DMPED Mortgage.
7. Restoration Upon Casualty or Condemnation. Notwithstanding anything contained
in the DMPED Loan Documents to the contrary, restoration shall be determined in a
manner consistent with Section 9 of the Mixed Finance Amendment to Consolidated
Annual Contributions Contract, dated of approximately even date herewith, as
amended by the First Rider to the Mixed Finance Amendment to Consolidated Annual
Contributions Contract and the Section 30 Amendment to the Mixed Finance
Amendment to Consolidated Annual Contributions Contract.
8. Restrictions on Public Housing Rents and Operating Subsidy. Any public housing
rent or operating subsidy shall only be utilized in accordance with the Regulatory and
Operating Agreement and any Project reserves which contain public housing rent or
operating subsidy shall be utilized in accordance with the Regulatory and Operating
Agreement.
9. HUD Preemption Clause. The parties hereto acknowledge and agree that,
notwithstanding any other requirement to the contrary, HUD’s Conflict Clause will
prevail, control, and govern in instances of conflict between the Federal Public Housing
Requirements (as defined below) and any other requirement to the contrary in any of
the legal documents entered into by the parties as part of this transaction, including the
DMPED Loan Documents.
10. HUD Conflicts Clause. To the extent that any of the DMPED Loan Documents is in
conflict with the requirements of the United States Housing Act of 1937, as amended,

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Federal regulations, and the Annual Contributions Contract, as amended, (the “Federal
Public Housing Requirements ”), such Federal Public Housing Requirements shall
control and govern in such instances of conflict.
11. Recording. This Rider shall be recorded as an attachment to the DMPED Mortgage.
12. Notices. Any notices of Mortgagor default provided pursuant to the DMPED Loan
Documents shall also be provided to the Authority and as follows:

If to the Authority, to:

District of Columbia Housing Authority
300 7th Street S.W., 10th Floor
Washington, D.C. 20024
Attn: Executive Director

And a copy to:

Reno & Cavanaugh, PLLC
455 Massachusetts Avenue, NW
Suite 400
Washington, DC 20001
Attn: Megan Glasheen, Esq.

LENDER’S INITIALS: _______

MORTGAGOR’S INITIALS: _______

1
KH 1241688.2
DMPED Council Version

DISTRICT OF COLUMBIA

SECURED DEED OF TRUST NOTE

Note Amount: $12,500,000.00 Date: __________, 2025

FOR VALUE RECEIVED, Barry Farm Flats I LLC, a District of Columbia limited liability
company, or their permitted successors or assigns, (the “Maker”) promises to pay to the order of the
DISTRICT OF COLUMBIA, a municipal corporation, acting by and through the OFFICE OF THE
DEPUTY MAYOR FOR PLANNING AND ECONOMIC DEVELOPMENT (the “Holder”), or any
subsequent holder, pursuant to the terms of this Secured Deed of Trust Note (this “Note”) the principal sum
of up to $12,500,000 ( Twelve Million Five Hundred Thousand and 00/100 Dollars ) plus interest as
computed below or herein provided (the “Loan”), or so much that is advanced by Holder to Maker pursuant
to the terms of that certain Development Loan Agreement, dated of even date hereof , between Maker and
Holder (the “ Loan Agreement”). The proceeds of the Loan shall be used to finance a portion of the
construction and development costs related to the construction of the Project located at the Property
pursuant to the terms of the Loan Agreement. The principal, interest, any penalties due hereunder, and any
other sums due and payable pursuant to the terms of this Note, shall be payable at the John A. Wilson
Building, 1350 Pennsylvania Avenue NW, Suite 317, Washington DC 20004, ATTN: Deputy Mayor for
Planning and Economic Development, or to such other person as the Holder may designate in writing. Any
advances of the Loan proceeds shall be made in accordance with and after the written approval of the Holder
for the purposes and uses of such Loan proceeds as described in the Loan Agreement. All capitalized terms
used herein but not defined herein shall have the meaning ascribed such terms in the Loan Agreement.

This Note is secured by a certain Development Loan Deed of Trust, dated the date hereof, granted by Maker
for the benefit of Holder (the “Deed of Trust”). The Loan Agreement, the Deed of Trust, any Financing
Statements, and any additional documents defined in the Loan Agreement as Loan Documents are hereby
incorporated herein by reference or otherwise and made a part of this Note.

Loan Term: This Note shall mature on the date which is forty (40) years after the Stabilization Date (the
“Loan Term”). “Stabilization Date” means the date upon which the Maker repays the Construction Loan
using LIHTC equity and/or permanent financing from a third party Institutional Lender approved by the
Holder, and/or any other financing source determined by the Maker and approved by the Holder.

Interest: Interest on the unpaid outstanding principal balance of this Note shall accrue at a rate of three
percent (3.00%) simple interest per annum from the end of the Deferral Period through the Loan Term.
“Deferral Period” is defined as the period of time between the Loan Closing through the Stabilization
Date.

Repayment and Collateralization: Except as provided herein, th e payment of outstanding principal and
interest shall be deferred from the date of Loan Closing through the end of the Deferral Period. Following
the expiration of the Deferral Period, payments will be made from seventy-five percent (75%) of Available
Cash Flow in accordance with the Loan Agreement . All penalties and fees, if any, accrued and unpaid
interest, and outstanding principal shall immediately become due and payable in full upon the first to occur
of the following: (a) upon acceleration of the Loan by Holder following an Event of Default (b) the
2
expiration or earlier termination of the Loan Term as provided in the Loan Documents; (b) upon the sale or
refinancing of the Property, except a sale or refinancing consummated in connection with the exiting of
Borrower’s limited partner after the ending of the LIHTC compliance period or a refinancing of an
Additional Funding Source that does not result in a cash distribution to Borrower; or (c), upon the transfer
of the Property by Borrower to another entity that is not approved by Lender in Lender’s sole and absolute
discretion. Notwithstanding the foregoing, the Lender's consent shall not be required with respect to any
transfer related to (i) the interests of Investor Member in Borrower, and any ownership interests in Investor
Member (ii) withdrawal, removal and/or replacement of M anaging Member as a result of a default by
Managing Member in accordance with Borrower's operating agreement, provided that Lender shall be
provided with advance notice of such transfers. This Note may be prepaid in whole or in part by Maker at
any time without penalty. Any payments received shall be applied first to penalties and fees, if any, then to
accrued and unpaid interest and lastly to outstanding principal.

Defaults: If a default occurs under any of the Loan Documents, which default remains uncured after notice
and any cure period provided in such Loan Documents (an “Event of Default”), then the entire unpaid
outstanding principal amount of this Note, together with penalties and fees, if any, and a ccrued interest,
shall be immediately due and payable, at the option of the Holder. In the event of any default in the payment
of this Note, and if the same is referred to an attorney-at-law for collection or any action at law or in equity
is brought with respect hereto, the Maker shall pay the Holder hereof all expenses and costs, including, but
not limited to, reasonable attorney’s fees. The Investor Member shall have the right, but not the obligation,
to cure defaults hereunder in the same manner as Maker.

In the event that the Holder accelerates the maturity of this Note upon an Event of Default, then the unpaid
principal amount and any accrued and unpaid interest outstanding shall bear interest at a default rate of the
lesser of (i) t en p ercent (10%) per annum compounded annually, or (ii) the maximum rate of interest
permitted to be charged by the Holder under the applicable law of t he District of Columbia. Such rate of
interest shall commence upon the date that the Note becomes immediately due and payable. In such event,
the Note shall remain in default until all penalties, fees, accrued unpaid interest, including default interest,
and unpaid outstanding principal shall have been paid in full.

Other Provisions: From time to time, without notice or consent of the Maker or any guarantor hereof, and
without liability to the Holder, the Holder may extend the time for payment of any amount due under this
Note, reduce the payments thereon, release anyone liable to make payment under this Note, accept a renewal
of this Note, modify the ter ms and time of payment under this Note, join in any extension, subordination
agreement or Intercreditor Agreement, release any security given hereof, take or release other security, and
agree in writing with the Maker to modify the interest rate (as applicable) in the Event of Default, without
affecting the obligation of the Maker or any guarantor hereof, to pay any amounts due under this Note. No
actions of the Holder shall affect the requirement of the Maker to observe the covenants contained herein.

Presentment, notice of dishonor, and protest are hereby waived by all makers, sureties, guarantors , and
endorsers hereof. This Note shall be the joint and several obligation of all makers, sureties, guarantors, and
endorsers, and shall be binding upon them and their successors and assigns.

The indebtedness evidenced by this Note is secured by the Deed of Trust, the Financing Statements, the
Loan Agreement, and the other Loan Documents, and reference is made thereto for rights as to acceleration
of the indebtedness evidenced by this Note. This Note shall be governed by the laws of the District of
Columbia, and if any provision of this Note will be held invalid, such invalidity shall not affect any other
provision of this Note.

Holder shall not be entitled to enforce any deficiency or other monetary judgments personally against
Borrower or its member or their employees or agents with respect to the payment obligations under this
Note or the other Loan Documents.

3

[SECURED DEED OF TRUST NOTE SIGNATURE PAGE]

IN WITNESS WHEREOF, Makers’ duly authorized representative has executed this Note as of
the day and year first above written.

MAKER:

BARRY FARM FLATS I LLC,
a District of Columbia limited liability company

By: BARRY FARM FLATS I MANAGER LLC,
a District of Columbia limited liability company,
its Managing Member

By: PRESERVATION OF
AFFORDABLE HOUSING, INC.,
an Illinois not-for-profit corporation,
its manager

By:
Name: Aaron Gornstein
Its: President and CEO

DMPED Council Version
1

COMPLETION AND REPAYMENT GUARANTY

THIS COMPLETION AND REPAYMENT GUARANTY (this “Guaranty”) is made as
of ____________, 2025 (“Effective Date”) , by Preservation of Affordable Housing LLC, a
Massachusetts limited liability company (“Guarantor”), for the benefit of the District of
Columbia, a municipal corporation, acting by and through the Office of the Deputy Mayor for
Planning and Economic Development (“District”).
RECITALS:

WHEREAS, District and Barry Farm Flats I LLC, a District of Columbia limited liability
company (“Borrower” or “ Developer”), have entered into a certain Development Loan
Agreement, dated as of ____________, 2025 (the “Loan Agreement”), pursuant to which, among
other things, District has agreed to lend up to Twelve Million Five Hundred Thousand and 00/100
Dollars ($12,500,000.00) (the “Loan”). The proceeds of the Loan are to be advanced as part of the
financing for the mixed-use and mixed-income development consisting of approximately Ninety
(90) Affordable Units, (i) Eleven (11) of the Affordable Units shall be reserved for households
with an annual household income at or below 30% of MFI, (ii) Thirty-One (31) of the Affordable
Units shall be reserved for households with an annual household income at or below 50% of MFI,
(iii) Thirty-Three (33) of the Affordable Units shall be reserved for households with an annual
household income at or below 60% of MFI, and (iv) Fifteen (15) of the Affordable Units shall be
reserved for households with an annual household income at or below 80% of MFI and with a
minimum of F orty-Two (42) of those units held as replacement housing units for rent and
occupancy pursuant to a re -entry plan approved by the Beneficiary, and other improvements on
the real property located at _____________ Rd, SE Washington, DC 20020 in the District of
Columbia, and more particularly described in Exhibit A attached hereto (the “ Property”) and
Developer has agreed to develop the Project on the Property.
WHEREAS, Guarantor is a n affiliate of Developer and will benefit financially from the
development and construction of the Project ; therefore, to induce District to extend the Loan to
Developer, Guarantor has agreed to guaranty the Guaranteed Obligations (as defined herein).
NOW, THEREFORE, in consideration of the premises, the mutual covenants contained
herein and other good and valuable consideration in hand paid, the receipt and sufficiency of which
are hereby acknowledged, Guarantor hereby agrees as follows:
1. Recitals; Definitions.
1.1 The foregoing recitals are true and correct and are incorporated into this Guaranty
by this reference and made a material part of this Guaranty.
1.2 Capitalized terms used and not defined in this Guaranty shall have the meaning s
attributed to them in the Loan Agreement.
2. Representations and Warranties.
2.1 Guarantor represents and warrants to District as follows:

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(a) the making and performance of this Guaranty by Guarantor will not result
in any breach of any term, condition , or provision of, or constitute a default under, any contract,
agreement, or other instrument to which Guarantor is a party or by which it is bound, or result in
a breach of any regulation, order, writ, injunction, or decree of any court or any commission, board,
or other administrative agency entered in any proceeding to which Guarantor is a party or by which
it is bound;
(b) Guarantor has reviewed, with the advice and benefit of its legal counsel, the
terms and provisions of the Loan Agreement , this Guaranty, the Note, the Schedule of
Performance, the Approved Plans and Specifications, and the documents referenced in each of the
foregoing;
(c) Guarantor (if Guarantor is not a natural person) is duly organized, validly
existing, and in good standing under the laws of the jurisdiction of its organization and is duly
qualified to do business, and is in good standing, in the District of Columbia;
(d) Guarantor has been duly authorized to carry on its business, and to hold title
to and own the property it owns, to execute, deliver, and perform this Guaranty, and to consummate
the transactions contemplated hereby and thereby;
(e) this Guaranty has been duly authorized, executed and delivered by
Guarantor, and this Guaranty, and each term and provision hereof is the legal, valid and binding
obligation of Guarantor, enforceable against Guarantor in accordance with its terms;
(f) no actions, suits, or proceedings are pending or, to Guarantor’s knowledge,
threatened against or affecting Guarantor before any governmental authority which could, if
adversely decided, result in a material adverse change in the financial condition of Guarantor (in
comparison to any state of affairs existing before the Effective Date) with regard to: (i) the business
operations, assets or condition (financial or otherwise) of Guarantor; or (ii) the ability of Guarantor
to perform, or of District to enforce, any provision of this Guaranty;
(g) no consent, approval , or authorization of, or registration, declaration, or
filing with, any governmental authority or any other Person is required that has not been obtained
in writing by Guarantor, in connection with the execution, delivery, and performance by Guarantor
of this Guaranty and the transactions contemplated by this Guaranty;
(h) Guarantor is not insolvent (as such term is defined or determined for
purposes of Bankruptcy Reform Act of 1978 (11 U.S.C. § 101-1330), as amended or recodified or
any other bankruptcy law (collectively, the “Bankruptcy Code”)), and the execution and delivery
of this Guaranty will not make Guarantor insolvent;
(i) neither this Guaranty nor any financial information, certificate, or statement
furnished to District by or on behalf of Guarantor contains any untrue statement of a material fact
or intentionally or knowingly omits to state a material fact necessary to make the statements herein
and therein, in the light of the circumstances under which they are made, not misleading;

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(j) no conditions exist which would prevent Guarantor from complying with
the provisions of this Guaranty within the time limits set forth herein and/or in the Note, as may
be extended or deemed extended pursuant to the terms thereof;
(k) Guarantor has filed all tax returns and reports required by law to have been
filed by it, and has paid all taxes, assessments, and governmental charges levied upon it or any of
its assets which are due and payable, except any such taxes or charges which are being contested
in good faith by appropriate proceedings and for which adequate reserves have been set aside;
(l) there are no conditions precedent to the effectiveness of this Guaranty;
(m) Guarantor is not a Prohibited Person; and
(n) all financial statements delivered to District at any time by or on behalf of
Guarantor (i) are true and correct in all material respects, (ii) fairly present in a manner consistent
with prior statements submitted to District the respective financial conditions of the subjects
thereof and for the periods referenced therein, and (iii) have been prepared in accordance with
generally accepted accounting principles consistently applied . Guarantor shall collectively, at all
times throughout the term of the Loan, own and maintain minimum l iquid assets of at least
$1,000,000.00 (One Million Dollars) as determined by District and shall provide to District
evidence of such minimum l iquid assets upon the request of District . Without limiting the
foregoing, all assets shown on such financial statements, unless clearly designated to the contrary
on such financial statements, (A) are free and clear of any exemption or any claim of exemption
of Guarantor or any other Person, (B) accurately reflect all debt and prior pledges or encumbrances
(direct or indirect) of or on any of Guarantor’s assets at the date of the financial statements and at
all times thereafter, and (C) are owned individually by Guarantor and not jointly with any spouse
or other Person.
2.2 Guarantor agrees that all the representations and warranties of Guarantor in this
Guaranty are made and shall be true as of the Effective D ate and shall survive the execution and
delivery of this Guaranty. Guarantor shall inform District in writing within five (5) Business Days
upon its discovering any breach of such representations or warranties.
2.3 Guarantor acknowledges that District is consenting to the Construction Financing
Closing in reliance upon the representations, warranties , and agreements contained in this
Guaranty. District shall be entitled to such reliance notwithstanding any investigation which has
been made, has not been made, or may be conducted by District or on District’s behalf.
3. Guaranteed Obligations. Guarantor hereby absolutely and unconditionally guarantees to
District and its successors and assigns: (i) Developer shall Commence Construction and prosecute
construction through Final Completion of the Project within the time period allotted therefor in the
Schedule of Performance; (ii) the Property and the Improvements shall be kept free and clear of
all liens (other than liens in connection with a Project mortgage or those which otherwise have
been disclosed to and consented to in writing by District), claims of lien and other claims connected
with or arising out of the construction or completion of the Project ; (iii) the payment in full of all
amounts due to any contractor, subcontractor, materialman, laborer, any employee or other Person
who is engaged at any time in work or supplying materials in connection with the Project if and to

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the extent not paid by Developer; (iv) to repay the Loan in the time and manner provided for under
the provision of the Note to the extent any such repayment is due prior to Final Completion; (v)
any obligation of Developer under Sections 7 and 13 the Loan Document Agreement to indemnify,
defend, and hold harmless District; and (vi) the enforcement of this Guaranty by District
(including, without limitation, reasonable attorneys’ fees) (collectively, the “ Guaranteed
Obligations”).
4. Liens. If any mechanic's or materialmen's liens should be filed, or should attach, against
the Property with respect to the Project and if such mechanic's or materialmen's liens have not been
removed by Developer, bonded over, or released or waived by the party filing same as required by
the terms of the Loan Documents, within thirty (30) days after Guarantor is advised by District of
the filing of such liens, Guarantor shall take, or cause to be taken, action to cause the removal,
release or waiver of such liens, including, if necessary, the posting of a bond or other security
against the consequences of their possible judicial enforcement. So long as Guarantor timely
complies with the immediately preceding sentence, Guarantor shall have the right to contest in
good faith any claim, lien, or encumbrance, provided that Guarantor does so diligently and without
prejudice to District.
5. Financial Statements.
5.1 If Guarantor is not a natural person, within one hundred twenty (120) days after the
end of Guarantor’s fiscal year, Guarantor shall deliver to District a copy of such Guarantor’s
balance sheet, income statement, and statement of changes in financial position for such fiscal year
(collectively, the “Corporate Financial Statements”). The Corporate Financial Statements shall
(a) include a schedule of all material contingent liabilities and all other notes and schedules relating
thereto, (b) be in a form reasonably satisfactory to District, (c) be prepared in accordance with
generally accepted accounting principles consistently applied, (d) if audits are done in the regular
course of Guarantor’s business, be audited by an independent, certified public accountant who is
a member of the American Institute of Certified Public Accountants and otherwise acceptable to
District, and (e) be accompanied by a certification of Guarantor to District (made by the chief
financial officer in the case of any corporate Guarantor) that such Corporate Financial Statements
(i) have been prepared in accordance with generally accepted accounting principles consistently
applied, (ii) accurately presents the financial condition of such Guarantor as of the respective dates
thereof, and (iii) show all direct and contingent material liabilities of Guarantor as of such dates.
5.2 If Guarantor is a natural person, within thirty (30) days after the end of each
calendar year, Guarantor shall deliver to District a copy of Guarantor’s financial statement as of
the end of such calendar year. Each such financial statement shall (a) include a statement of assets
and liabilities, including a schedule of all material contingent liabilities and all other notes and
schedules relating thereto, (b) be in a form reasonably satisfactory to District, (c) be audited by an
independent, certified public accountant who is a member of the American Institute of Certified
Public Accountants and otherwise acceptable to District, (d) be accompanied by a certification of
Guarantor to District that such financial statement accurately presents the financial condition of
Guarantor as of the respective dates thereof, and (d) show all direct and contingent material
liabilities of Guarantor as of such dates.

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DMPED Guaranty

5.3 From time to time promptly after District’s request, Guarantor shall deliver to
District such additional information, reports and statements regarding its business operations
reasonably related to the Project or the financial condition of Guarantor as District may reasonably
request.
6. Nature of Guaranty; Independent Obligation. This is a direct, absolute, and
unconditional, guaranty of completion, guaranty of payment and performance, and a guaranty of
collection. The obligations of Guarantor under this Guaranty are independent and primary, and
District shall not be required to take any action against Developer, a holder of a mortgage permitted
under the Loan Documents or any other Person or resort to any other collateral or security given
for the performance of Developer as a precond ition to the obligations of Guarantor under this
Guaranty. Guarantor hereby waives any rights it may have to compel District to proceed against
Developer, or any security, or to participate in any security for Guarantor’s obligations hereunder,
even though any rights which such Guarantor may have against Developer or others may be
destroyed, diminished or otherwise affected by such action or lack thereof. The exercise of any
remedies by District against Developer shall in no way affect Guarantor’s responsib ility for the
obligations guaranteed hereunder, even though any rights which Guarantor may have against
Developer or others may be destroyed, diminished or otherwise affected by such action. To the
fullest extent permitted by law, this Guaranty shall be construed as a continuing, absolute, and
unconditional guaranty of payment and performance without regard to: (a) the legality, validity,
or enforceability of any of the Note, or any of the obligations of Developer evidenced thereby; (b)
any defense, setoff, or counterclaim that may be available at any time to Developer or any other
Person against District and any right of setoff at any time held by District (including, without
limitation, any defense, setoff, or counterclaim by Guarantor under this Guaranty); or (c) any other
circumstances whatsoever (with or without notice to or knowledge of Guarantor), whether or not
similar to any of the foregoing, that constitutes or might be construed to constitute an equitable or
legal discharge of Developer or any other Person in bankruptcy or in any other instance.

7. No Release or Waiver of Obligations; Consents.
7.1 No action which Developer or District may take or omit to take in connection with
the Project, nor any course of dealing with Developer or any other Person, shall release Guarantor’s
obligations hereunder or affect this Guaranty in any way, even if any such action may otherwise
be deemed a legal or equitable discharge of a guarantor or surety. By way of example, but not in
limitation of the foregoing, Guarantor hereby expressly agrees that District may, from time to time,
and without notice to Guarantor, but with the written prior agreement of Developer, which shall
not, in any case discharge or impair Guarantor’s obligations or any rights against Guarantor:
(a) amend, change, or modify, in whole or in part, the Note;
(b) waive any terms, conditions , or covenants of the Note , or grant any
extension of time or forbearance for performance of the same;
(c) compromise or settle any amount or any matter in dispute under the Note or
other document;

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DMPED Guaranty

(d) surrender, release, or subordinate any or all security for the Note, or accept
additional or substituted security therefor;
(e) extend the time of payment or performance of any obligations under the
Note or any other document;
(f) exercise its rights and remedies under the Note or any other document;
(g) approve, disapprove, inspect, review, or fail to inspect or review, the
progress, status, or quality of construction or any costs, expenses, financing, contracts, or other
matters relating thereto; and
(h) release, substitute, or add guarantors to guaranty performance of the
obligations under the Note or any other document.
7.2 Guarantor consents and agrees that District may, at any time and from time to time,
without notice or demand to Guarantor , and without affecting the enforceability or continuing
effectiveness hereof: (a) supplement, modify, amend, extend, renew, accelerate, or otherwise
change the time for performance or the terms of the Note or any part thereof; (b) supplement,
modify, amend, or waive, or enter into or give any agreement, approval, or consent with respect to
the Project or the Note, or any additional security or guaranties, or any condition, covenant, default,
remedy, right, representation, or term thereof or thereunder; (c) accept new or additional
instruments, documents, or agreements in exchange for or relative to the Note, or any part thereof
or performance pursuant thereto; (d) accept partial payments on, or performance of, the obligations
owed to District and apply any and all payments or recoveries from Developer or any other Person
to such of the obligations owed to Dist rict as District may elect in its sole discretion; (e) receive
and hold additional security or guaranties for the obligations owed to District or any part thereof;
(f) release, reconvey, terminate, waive, abandon, fail to perfect, subordinate, exchange, substitute,
transfer, or enforce any security or guaranties, and apply any security and direct the order or
manner of sale thereof as District may elect in its sole and absolute discretion may determine; (g)
release any Person from any personal liability with respect to the obligatio ns owed to District or
any party thereof; (h) settle, release on terms satisfactory to District, as the case may be, or by
operation of A pplicable Law or otherwise, liquidate or enforce any obligations owed to District
and any security or guaranty in any manner, consent to the transfer of any security and bid and
purchase at any sale (other than by reason of the timely and full payment and performance of all
obligations owed to District); (i) consent to the merger, change of any other restructuring or
termination of the corporate existence of Developer or any other Person and correspondingly
restructure the obligations owed to District, and any such merger, change, restructuring, or
termination shall not affect the liability of Guarantor or the continuing effectiveness hereof, or the
enforceability thereof with respect to all or any part of the obligations owed to District; (j) assign
the rights to this Guaranty to another Person; or (k) otherwise deal with Developer or any other
Person as District may elect in its sole discretion.
8. Bankruptcy; Relief from Automatic Stay.

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DMPED Guaranty

8.1 The release or discharge of Developer, or any other Person from any obligation in
any receivership, bankruptcy, winding-up or other creditor proceeding shall not affect the validity
of this Guaranty or of Guarantor’s obligations hereunder.
8.2 If (i) an Event of Default has occurred under the provisions of the Loan Documents,
and (ii) the automatic stay imposed by the applicable provisions of the Bankruptcy Code, or under
any other Applicable Law, against the exercise of the rights and remedies otherwise available to
creditors of Developer is deemed by the court having jurisdiction to apply to Guarantor who is not
in bankruptcy so that Guarantor is not permitted to perform its obligations under this Guaranty
and/or District may not immediately enforce the terms of this Guaranty or exercise such other
rights and remedies against Guarantor as would otherwise be provided by law, District shall
immediately be entitled, and Guarantor hereby consents, to relief from such stay, and Guarantor
hereby authorizes and directs District to present this Guaranty to the applicable court to evidence
such agreement and consent.
9. Waivers.
9.1 To the fullest extent the Guarantor may do so under A pplicable Law, Guarantor
expressly waives notice of acceptance of this Guaranty or the right to enforce any of the terms of
the Note, or any liability under this Guaranty. District shall not be required to give any notice to
Guarantor hereunder in order to preserve or enforce District’s rights hereunder (including, without
limitation, notice of any Event of Default under the Note, or other documents evidencing and
securing the obligations of Developer thereunder), any such notice being expressly waived by
Guarantor.
9.2 Guarantor agrees that District shall have no duty to disclose to Guarantor any
information it receives or have reasonably available to it regarding the financial status of
Developer, or any contractor, subcontractor or materialmen involved in the construction of the
Project, or any information relating to the Project, whether or not such information indicates that
the risk that Guarantor may be required to perform hereunder has been or may be increased.
Guarantor assumes full responsibility for being and keeping informed of all such matters.
9.3 In addition to the foregoing, Guarantor expressly waives the following defenses:
(a) lack of validity, genuineness , or enforceability of any provision of any of
the Loan Agreement, the Note, or any other agreement between District, Developer, Guarantor or
any other Person;
(b) the incapacity, lack of authority, death, or disability of any Person or the
failure of District to file or enforce a claim against the estate of any Person in any administrative,
bankruptcy, or other proceeding;
(c) the election of remedies by District, whether or not such election may affect
in any way the recourse, subrogation, or other rights of Guarantor against Developer or any other
Person in connection with the Guaranteed Obligations;

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DMPED Guaranty

(d) the negligence of District in its capacity as lender, or the District’s taking or
failing to take any action as lender;
(e) any change to the Approved Plans and Specifications, the Loan Agreement,
the Schedule of Performance, the Note, or any of the documents referenced in any of the foregoing
made without the consent or knowledge of Guarantor;
(f) the unenforceability or invalidity of any security or guaranty for the
Guaranteed Obligations or the lack of perfection or continuing perfection or failure of priority of
any security for the Guaranteed Obligations;
(g) the failure of District to marshal assets in favor of Developer or any other
Person;
(h) the failure of District to give notice of sale or other disposition of any
collateral (now or hereafter securing the obligations of any Person) to Developer or any other
Person, as applicable, or any defect in any notice that may be given in connection with any sale or
disposition of collateral or to comply with A pplicable Law or other requirements in connection
with the sale or other disposition of any collateral or other security for any obligation owed to
District;
(i) any act or omission of District, or others, that directly or indirectly results
in or aids the discharge or release of Developer or any other Person, or the Guaranteed Obligations
or any security or guaranty therefor by operation of law or otherwise (other than by reason of the
timely performance of all Guaranteed Obligations);
(j) any Applicable Law or other laws or requirements of the District of
Columbia or other states which provides that the obligation of a surety or guarantor must neither
be larger in amount nor in other respects more burdensome than that of the principal or which
reduces a surety’s or guarantor ’s obligation in proportion to the principal obligation, including,
without limitation, all rights and benefits under the laws of the District of Columbia purporting to
reduce Guarantor’s obligation in proportion to the obligation of the principal;
(k) the avoidance of any lien in favor of District for any reason;
(l) all rights or defenses Guarantor may have by reason of protection afforded
to a principal with respect to the Guaranteed Obligations pursuant to Applicable Law or other laws
of the District of Columbia or other states limiting or discharging the principal's obligations; and
(m) any defense based on any other circumstances whatsoever (with or without
notice to or knowledge of Guarantor), whether or not similar to any of the foregoing, that
constitutes or might be construed to constitute an equitable or legal discharge of Developer or any
other Person in bankruptcy or in any other instance.
10. Rights Upon Default.
10.1 Upon the occurrence and during the continuance of (a) any failure by Guarantor in
the performance of the Guaranteed Obligations, (b) the dissolution or insolvency of Guarantor, (c)

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the inability of Guarantor to pay its debts as they mature, (d) a general assignment by Guarantor
for the benefit of creditors, (e) the institution of any proceeding by or against Guarantor in
bankruptcy or for a reorganization or an arrangement with creditors, or for the appointment of a
receiver, trustee, or custodian for Guarantor or its properties that is not dismissed or stayed within
one hundred twenty (120) days after Guarantor's receipt of notice of filing, (f) the falsity in any
material respect of or any material omission in any representation made to District by Guarantor,
or (g) any other default by Guarantor of any other obligations owed to District by Guarantor under
this Guaranty (a “Guarantor Default”), District shall have such rights and remedies available to
it as permitted by law and in equity and may enforce this Guaranty in accordance with the terms
hereof, independently of any other remedy or security District at any time may have or hold in
connection with the Guaranteed Obligations as to Developer, and it shall not be necessary for
District to marshal assets in favor of Developer, Guarantor, or any other Person or to proceed upon
or against and/or exhaust any security or remedy before proceeding to enforce this Guaranty in
accordance with the terms hereof. Additionally, Guarantor agrees that during the continuance of
any Guarantor Default, District may, without the consent of or notice to Guarantor, take or refrain
from taking such other action to enforce the provisions of this Guaranty against Guarantor as it
may from time to time determine in its sole discretion as to any obligations then unperformed.
10.2 Guarantor absolutely, irrevocably and unconditionally agrees to the fullest extent
permitted by law, to indemnify, defend, and hold harmless District from any and all loss, cost,
liability, and expense arising out of or in connection with (a) any Guarantor Default and (b) the
enforcement of this Guaranty by District (including, without limitation, reasonable attorneys’
fees).
10.3 Guarantor shall immediately, upon written demand therefor, reimburse District for
any and all expenditures incurred by District under this Section 10, plus interest thereon at the
lesser of (i) five percent (5%) per annum or (ii) the maximum rate allowed by Applicable Law
until all sums are paid to District.
10.4 Guarantor agrees that District and Developer or any other Person may deal with
each other in connection with the Guaranteed Obligations or otherwise, or alter any contracts or
agreements now or hereafter existing between them, in any manner whatsoever, all without in any
way altering or affecting the security of this Guaranty. District's rights hereunder shall be reinstated
and revived and the enforceability of this Guaranty shall continue with respect to any amount at
any time paid on account of the Guaranteed Obligations, which thereafter shall be required to be
restored or returned by District upon the bankruptcy, insolvency, or reorganization of Developer
of any other Person, or for any other reason, all as though such amount had not been paid. The
rights of District created or granted herein and the enforceability of this Guaranty at all times shall
remain effective even though the Guaranteed Obligations, including any part thereof or any other
security or guaranty therefor, may be or hereafter may become invalid or otherwise unenforceable
as against Developer.
11. Cumulative Rights. The exercise by District of any right or remedy hereunder, under the
Note, or any other documents executed by District and Developer, or at law or in equity, shall not
preclude the concurrent or subsequent exercise of any other right or remedy. District shall have all
rights, remedies, and recourses afforded to District by reason of this Guaranty, the Note any other
documents executed between District and Developer, or by law or equity or otherwise, and the

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same (a) shall be cumulative and concurrent; (b) may be pursued separately, successively, or
concurrently against Guarantor or others obligated for the Guaranteed Obligations, or any part
thereof, or against any one or more of them, at the sole and absolute discretion of District; (c) may
be exercised as often as occasion therefor shall arise, it being agreed by Guarantor that the exercise
of, discontinuance of the exercise of, or failure to exercise any of such rights, remedies, or
recourses shall in no event be construed as a waiver or release thereof or of any other right, remedy,
or recourse; and (d) are intended to be and shall be nonexclusive. No waiver of any default on the
part of Guarantor or of any breach of any of the provisions of this Guaranty or of any other
document shall be considered a waiver of any other or subsequent default or breach, and no delay
or omission in exercising or enforcing the rights and powers granted herein or in any other
document shall be construed as a waiver of such rights and powers, and no exercise or enforcement
of any rights or powers hereunder or under any other document shall be held to exhaust such rights
and powers, and every such right and power may be exercised from time to time. The granting of
any consent, approval, or waiver by District shall be limited to the specific instance and purpose
therefor and shall not constitute consent or approval in any other instance or for any other purpose.
No notice to or demand on Guarantor in any case shall of itself entitle such Guarantor to any other
or further notice or demand in similar or other circumstances.
12. Statute of Limitations and Other Laws . Until the Guaranteed Obligations have been
irrevocably paid and/or performed in full, all of the rights, privileges, powers, and remedies
granted to District hereunder shall continue to exist and may be exercised by District at any time
and from time to time, irrespective of the fact that any of the Guaranteed Obligations may have
become barred by any statutes of limitations. Guarantor expressly waives the benefit of any and
all statutes of limitations, and any and all laws providing for exemption of property from execution
or for valuation and appraisal upon foreclosure, and any and all rights and benefits, if any, arising
under the laws of the District of Columbia. Furthermore, Guarantor acknowledges that any claims
brought by District that arise under or as a result of this Guaranty are not subject to the statute of
limitations contained in D.C. Official Code § 12-301, as amended.
13. Indemnification. Guarantor agrees to indemnify and hold harmless District for all
reasonable, direct, and out-of-pocket costs and expenses, including, without limitation, all court
costs, reasonable attorneys’ fees and expenses, and costs of collection incurred or paid by District
arising out of or in connection with (a) the Guaranteed Obligations and (b) the enforcement of this
Guaranty by District. No twithstanding the foregoing, Guarantor shall not have any obligation to
indemnify District for any co sts and expenses, including, without limitation, all court costs,
reasonable attorneys’ fees and expen ses, if Guarantor should prevail in an enforcement action;
provided, further, the immediately preceding proviso clause sha ll not be deemed to release
Guarantor from its indemnification obligations under this Guaranty if District prevails against
Guarantor in any enforcement action notwithstanding the fact that District may not have prevailed
against Guarantor in a previous enforcement action.
14. No Limitation of Obligations . To the fullest extent, Guarantor may do so under
Applicable Law, Guarantor agrees that it shall make no claim or setoff, defense, recoupment, or
counterclaim of any sort whatsoever, nor shall Guarantor seek to impair, limit, or defeat in any
way its obligations hereunder. To the fullest extent, Guarantor may do so under Applicable Law,
Guarantor hereby waives any right to such a claim in limitation of its obligations hereunder.

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15. No Right of Subrogation . Until all of the Guaranteed Obligations are fully paid,
performed and/or fulfilled, Guarantor agrees solely with respect to itself that it: (i) shall have no
right of subrogation against Developer by reason of any payments or acts of performance by
Guarantor in compliance with the obligations of Guarantor under this Guaranty; (ii) waives any
right to enforce any remedy which Guarantor now or hereafter shall have against Developer by
reason of any payment or act of performance in compliance with the obligations of Guarantor
hereunder; and (iii) subordinates any present or future, liquidated or unliquidated, liability,
indebtedness, or obligation of Developer to Guarantor, irrespective of the respective dates of the
incurrence, accrual , or maturity thereof, to the indebtedness and obligations of Developer to
District under the Note.
16. No Assignment or Delegation; Merger. Guarantor shall not assign or delegate its
obligations under this Guaranty, without the prior written approval of District. If Guarantor is not
a natural person and is merged into or with any other company, firm or corporation, the resulting
merged company, firm or corporation shall become liable as a Guarantor under this Guaranty to
the same extent as the original named Guarantor hereunder.
17. Choice of Law and Consent to Jurisdiction . This Guaranty shall , in all respects, be
governed by and construed in accordance with the laws of the District of Columbia, without
reference to its conflicts of law principles. Guarantor hereby consents to jurisdiction of the federal
or local jurisdiction courts within the District of Columbia for purposes of such litigation and waives
any right it may have to seek a change of venue of such proceedings. Guarantor further agrees not to
assert in any action, suit or proceeding arising out of or relating to the Note that Guarantor is not
personally subject to the jurisdiction of such courts, that the action, suit , or other proceeding is
brought in an inconvenient forum, or that the venue of the action, suit , or other proceeding is
improper. Guarantor agrees that service of process may be made, and personal jurisdiction over
Guarantor obtained, by serving a copy of the summons and complaint upon Guarantor at the notice
address set forth below in accordance with the applicable laws of the District of Columbia. Nothing
herein contained, however, shall prevent District from bringing any action or exercising any right
against Guarantor within any other jurisdiction or state. Initiating such proceeding or taking suc h
action in any other jurisdiction or state shall not, however, constitute a waiver of the agreement
herein contained that the laws of the District of Columbia shall govern the rights and obligations of
the parties hereunder. Guarantor agrees that District may, and Guarantor agrees not to oppose
District’s attempts to, consolidate any litigation arising out of or relating to this Guaranty with any
action(s), suit(s), or proceeding(s) against Developer or any other individual or entity and/or the
property of any of the foregoing arising out of or relating to the Note.
18. Notices. Any notice, demand, statement, or request required under this Guaranty shall be in
writing and delivered (i) by U.S. Certified Mail (return receipt requested, postage pre-paid), (ii) by
hand, (iii) by reputable private overnight commercial courier service, (iv) by electronic mail, or
(v) such other means as the parties may agree in writing, at the following respective addresses:

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DMPED Guaranty

IF TO DISTRICT:

Office of the Deputy Mayor for Planning and Economic Development
1350 Pennsylvania Avenue, NW, Suite 317
Washington, DC 20004
Attn: Development Manager, Barry Farm

With a copy to:

Office of the General Counsel
for the Deputy Mayor for Planning and Economic Development
1350 Pennsylvania Avenue, NW, Suite 317
Washington, DC 20004

Attn: General Counsel

IF TO GUARANTOR:
c/o Preservation of Affordable Housing, Inc.
2 Oliver Street, Suite 500
Boston, MA 02109
Attn: General Counsel
Email: generalcounsel@poah.org

With a copy to: assetmanager@poah.org

With a copy to:

District of Columbia Housing Authority
1133 North Capitol St NW
Washington, DC 20001
Attn: Office of General Counsel
Phone: (202) 535-1000

Klein Hornig LLP
1325 G Street NW, Suite 770
Washington, DC 20005
Attn: Aaron O’Toole
Phone: 202-926-3403
email: aotoole@kleinhornig.com

NHT Equity, LLC
2245 North Bank Drive, Suite 200
Columbus, OH 43220
Tel: (614) 451-9929 Fax: (614) 451-3370
Attention: President

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DMPED Guaranty

Kutak Rock, LLP
1650 Farnam Street
Omaha, NE 68102
Attention: Jill Goldstein, Esq

Notices served upon District or Guarantor in the manner aforesaid shall be deemed to have
been received for all purposes under this Guaranty as follows: (i) if hand delivered to a party
against receipted copy, when the copy of the notice is receipted; (ii) if given by nationally
recognized overnight delivery service, on the next Business Day after the notice is deposited with
the overnight delivery service; (iii) if given by certified mail, return receipt requested, postage
prepaid, on the date of actual delivery or refusal thereof; or (iv) if given by electronic mail, upon
the recipient’s electronic mail response confirming receipt. If notice is tendered under the terms of
this Guaranty and is refused by the intended recipient of the notice, the notice shall nonetheless be
considered to have been received and shall be effective as of the date provided in this Guaranty.
The parties agree that counsel to any of them may provide notice to the other p arties under this
Guaranty. Any party may change the address to which notices are sent and add additional parties
who are to receive notice by delivery of written notice to the other party in accordance with this
Section.
19. Severability. In the event that any provision of this Guaranty is held to be void or
unenforceable, all other provisions shall remain unaffected and be enforceable , unless this
construction would constitute a substantial deviation from the general intent of the parties as
reflected in this Guaranty.
20. Waiver of Jury Trial . TO THE EXTENT PERMITTED BY LAW, EACH PARTY
HEREBY: (I) COVENANTS AND AGREES NOT TO ELECT TRIAL BY JURY OF ANY ISSUE
HEREUNDER TRIABLE OF RIGHT BY A JURY AND (II) WAIVES ANY RIGHT TO TRIAL
BY JURY OF ANY ISSUE FULLY TO THE EXTENT THAT ANY SUCH RIGHT SHALL NOW
OR HEREAFTER EXIST. THIS WAIVER OF RIGHT TO TRIAL BY JURY IS SEPARATELY
GIVEN, KNOWINGLY AND VOLUNTARILY, BY GUARANTOR, AND THIS WAIVER IS
INTENDED TO ENCOMPASS INDIVIDUALLY EACH INSTANCE AND EACH ISSUE AS TO
WHICH THE RIGHT TO A JURY TRIAL WOULD OTHERWISE ACCRUE. EACH PARTY
ACKNOWLEDGES THAT THIS WAIVER IS A MATERIAL INDUCEMENT FOR THE
OTHER PARTY TO PROVIDE OR ACCEPT THIS GUARANTY, AS APPLICABLE. FOR THE
PURPOSES OF THIS SECTION 20, THE TERM “PARTY” IS DEEMED TO MEAN DISTRICT,
AS WELL AS GUARANTOR.
21. Time is of the Essence. Time is of the essence with respect to all matters set forth in this
Guaranty.
22. No Amendment . Neither this Guaranty nor any provision hereof may be modified,
amended, waived, terminated, or changed orally, but only by an agreement in writing signed by
District and Guarantor.

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DMPED Guaranty

23. Irrevocable Survival until Termination . This Guaranty shall be irrevocable by
Guarantor until this Guaranty terminates. This Guaranty shall terminate automatically upon the
Final Completion of the Project.
[SIGNATURE PAGE FOLLOWS]

DMPED Council Version
15
KH 1241691.2
SIGNATURE PAGE TO
COMPLETION AND REPAYMENT GUARANTY
IN WITNESS WHEREOF, Guarantor has executed this Guaranty as of the Effective Date.

GUARANTOR:

PRESERVATION OF AFFORDABLE HOUSING LLC,
a Massachusetts limited liability company

By: PRESERVATION OF AFFORDABLE HOUSING, INC.,
an Illinois not-for-profit corporation,
its Manager

By:
Name: Aaron Gornstein
Its: President and CEO

___________________________________